How to Spend 20 Years Falling in Love
by EspoirDio
Summary: The story of how Niles' and C.C.'s relationship developed. Proper description inside!
1. The First Encounter

**Hello everyone!:) Yes, I am aware that I have a very bad writing addiction... damn that Niles and C.C.!lol I'm currently in Canada on vacation (as some of you know) and all the travelling has given me a new idea. This is going to be the next big project for me. I have decided to explore Niles' and C.C.'s relationship step by step... the first few chapters will be completely created by my own ideas...I kinda wanted them to meet in an unusual way...and no, it wasn't a love at first sight thing, at least not for C.C. ;) I'm taking things slow with this at the moment and, although I have planned several following chapters, I will only write 1 A4 page per day. (1. coz I do need to enjoy my holiday :p and 2. because I want the chapters to be longer and more detailed) So yeah, I hope you'll enjoy this new project of mine and an update will be there within the next 7 days- wi-fi permitting!;) R&R coz I love em and they help me improve my writing!:)**

**Disclaimer: I don't own any of the characters, only a notebook and a tiny little laptop to get some writing done :p **

_The First Encounter_

Chastity Claire Babcock was pushing her way through the crowds at Waterloo station. London during rush hour was exhausting at best but what she was experiencing was completely and utterly unbearable. Her suitcase firmly in hand she headed for the nearest escalator, pushing her hair behind her ear in a nervous gesture. Checking her watch for the second time in a short while she saw that it was still 8.45, her plane to New York would leave at 10.50. It was possible to still make it but all in all it wasn't something that the usually so organized woman enjoyed. She looked around until her eyes caught sight of the brown line, indicating the Bakerloo tube. Another set of escalators waited before she finally reached the underground. The 15 minute ride to Paddington Station gave her enough time to catch her breath and stretch her arms a little, not that there was an awful lot of space. In fact, the entire carriage was packed with people and she had just managed to steal a spot near the door.

On the twenty minute ride from Paddington to Heathrow she reflected about the past couple of weeks. She was just returning from a somewhat exhausting summer holiday. She still couldn't quite comprehend what had made her agree to spend the summer with her mother in England in the first place. It had been maddening to the brink of insanity really…and her father was to blame, Stuart Babcock had suggested she should spend some time with her mother, it was important to him that they got along a little better than they had done in the past. And as much as she tried, she wasn't able to resist her father's wishes. But what had expired during those weeks was enough to make her reconsider… she was tough in all other aspects of life, why not when it came to her father? B.B. Babcock had decided that most of their time would be spent meeting with important businessmen- connections she could surely use in her just blossoming career- or meeting potential husbands. C.C. didn't know which one was worse…granted the meeting with the businessmen had at least led to some results. And to top it all of the small private jet her mother had hired for her hadn't been given permission to land at Heathrow and had landed at City airport instead, thus forcing her to race across town in a mad rush.

Arriving at Heathrow airport she noticed that it was nearly time for the check-in to close, but none of that mattered, at least she had made it. Her fingers were fumbling with the clasp of her purse, as she tried to take out her passport and ticket.

"Chastity Claire Babcock, I'm on the New York flight." she stated upon reaching the desk.

"Yes, I'm afraid I cannot find your name on the business class list."

"Check again." she demanded coolly and the clerk complied.

"I'm sorry, Ma'am, I still cannot find your name. Furthermore, the business class is completely booked, but if you look over there you will find the check-in desks for the economy class."

"But I refuse to fly in anything less than business- "

"Ma'am, as I said, there is nothing I can do. I would advise you to move over to economy class; otherwise you will miss your flight."

Huffing loudly as if to make a point her hand closed around the handle of her suitcase again and she angrily walked over to the line in front of the economy class desks. She was in such a bad mood at that point that she simply ignored the sandy haired young man who was politely allowing her to join the queue in front of him. In her mind a tirade of insults were flying out of her mouth, so consuming that she didn't hear the man mutter: "Thank you, sir, you're welcome." After five minutes it finally was her turn and she quickly lifted her suitcase onto the conveyor belt, slapping her passport and ticket down in front of the clerk's nose.

"Thank you, Ma'am. Here you are: seat 56f."

C.C.'s eyes focused on the number on the ticket and then flickered up to glare at the man.

"That's unacceptable."

"Pardon me?"

"I booked to fly business class, then I arrive here to be told my name cannot be found on the list and now you want to seat me at the rear of the plane? You _have _to be kidding. I'm a Babcock and I demand a better seat! The best you can offer and quick, I'd like to eat something before boarding the plane."

The clerk opened his mouth to reply, but C.C. merely put her hands on her hips in a gesture that clearly suggested that there was no room for an argument.

"I will try…" he mumbled instead.

"That's not good enough! You will get me the result I want, and if you don't I will have to call some friends of mine and they will make sure that you won't work at this airport any longer."

"Are you threatening me, Miss?" the clerk asked in an attempt to get back the high ground.

"Yes." C.C. firmly stated, drawing herself up as tall as she could, her eyes shooting daggers. Even the bravest of man was not able to hold that glare and so the clerk soon crumbled and hurriedly made some phone calls.

The situation sorted out the way she had wanted; she had just enough time to grab a cup of coffee and a croissant. Finding a small standing space at a table she placed everything down on the counter and risked another look at her ticket. A satisfied smile stole across her features when she saw that she had not only been given a window seat but that she was also seated in the front row, it might not be business class but at least it her gave extra leg room. She took a tentative sip of her coffee and immediately a look of utter disgust swept over her face: watery instant coffee. The croissant on the other hand was very nice, moist on the inside and crisp on the outside, just the way she liked it. As she savored the taste she tried to push away all thought concerning her mother-though this was easier said than done. Rolling her eyes she mused that she indeed had to have a problem when she couldn't even enjoy a pastry without thoughts of weight-loss and the need to look young and vibrant for a future husband popping into her head. Dabbing her mouth with the napkin to ensure that all the crumbs were gone she let out a sigh… Did she really have to find a man? Well, it wasn't exactly that she didn't _want_ to; it was more a case of finding the someone that was right. Anyone she might possibly consider was sure not to please her mother and in return the men that her mother had suggested had bored her to tears. They were all a bunch of stuck-up snobs, interested in money and status alone but there was no-one who excited her. The trouble was that she had been brought up to pay particular attention to money and status as well, so it was only natural that she would give these men a certain preference… but where was that man that would make her live? The announcement over the speakers brought her back to reality, she had to get up and hurry to the gate because boarding had already begun. At this her stomach lurched somewhat dangerously, the prospect of an 8 hour flight suddenly looming ahead again.

* * *

Striding confidently through the crowded airport Niles Brightmore was making his way to gate number 35. He was late and he knew it and yet he was relatively calm, after all, he was still in his home country and knew Heathrow like the back of his hand. A bag draped over his left shoulder and his jacket neatly folded over his arm he was the last one to board the plane.

"Welcome. Seat 18 b is the front row to the right." the air hostess greeted him with a smile.

He smiled in return, a little smug maybe, because he could clearly detect the level of annoyance behind the other one's stepford-like façade. He wasn't an arrogant man by nature, but there was something appealing to enjoy the last few hours as a free man, knowing full well that it would soon be him who had to take orders and swallow back snide remarks. When he finally located his seat, his eyes fell on the blonde woman occupying the seat next to his. At the sight of her his smile grew even bigger, if that was possible. She was that gorgeous, curvaceous spitfire of a woman who had pushed in front of him at the check-in desk and had so steadfastly demanded a good seat because she was a- his forehead crinkled into a frown as he tried to remember her name- a Babcock, yes, that was it. He dropped his bag onto the seat and extracted his book while studying her closely. She, on the other hand, didn't seem to acknowledge his presence at all. Her eyes were staring off into space and she was absent-mindedly picking her nails.

"Nervous?" he offered warmly while stretching to reach the luggage compartment and stow away his bag.

"No!" she snapped defensively, her eyes focusing on him.

"Of course not." he muttered, sitting down and fastening the seat belt. They didn't speak again until the safety demonstration was taking place. "You're going to have a lovely view over the British coast during take-off."

"Look, I don't know you, I don't care about the coast, goodness knows I've had quite enough of it. And now be quiet and pay attention."

"Well, in case something _does _happen I'll be sure not to help you." he said, smirking as she rolled her eyes.

Deciding that the woman clearly was too tense he kept his mouth shut and instead continued to study her. She was wearing a pair of white shorts that showed off her beautiful long, tanned legs. His eyes travelled further north and they lit up like a little boy's at Christmas when he noticed that the V-neck top she was wearing was cut so low that he saw ample cleavage. As if having read her thoughts the young woman pulled her polo sweater a little tighter so that the sleeves were now blocking his view. Afterwards she wiped her hands on her shorts before they came to rest again in her lap. Making sure that the safety demonstration was over, he decided to start another attempt at engaging her in a conversation.

"You _do_ know that flying is the safest way to travel."

"What are you babbling about?" she said tersely, looking at him properly.

The first thing she noticed were his deep blue eyes that were practically brimming over with warmth. The second was his tousled, dirty-blonde hair and his incredibly fit physique. So consumed was she that it took her a moment realize that he was, in fact, more than a couple of years older than her.

"I'm just trying to calm you down." he continued undeterred.

"Don't! I _am_ perfectly calm."

Sighing he vowed that this was the last time he would attempt to help this woman but when the plane reached the runway and she drew in a sharp breath he found himself compelled to break his promise. Glancing over at her he saw that her hands were cramped in her lap, nails digging into her delicate skin, while her eyes were firmly closed. Instinctively he reached out to rest his left hand on top of hers, squeezing it lightly. Upon feeling the touch her eyes fluttered open, she was about to snap at him again but felt unable to do so because the fear had created a lump in her throat.

"Look outside, "he said gently "You don't want to miss the beautiful view."

Taking a calming breath she decided to trust him and peered out of the window. The perfectly clear skies allowed her to see everything as they ascended further and further.

"It's stunning." she whispered and after this the ice was broken.

"I'm Niles, by the way." he said, removing his hand again.

"C.C. Babcock." she simply said, but the tone of her voice suggested that she had called a truce "What brings you to New York?"

"My friend has recently moved there because he got married. I am going to be employed by him." he said, determined not to mention that he was going to be a butler. It wasn't exactly a job that was used to impress women… unless you'd mention that you were good at serving others… but they weren't at that stage yet.

"Interesting!" C.C. commented, nodding her head.

"How about you? You sound American, so I'm assuming you came to England on vacation?"

"Yeah well, that was my intention." she muttered.

"What? Didn't find England to your liking? You appear to have high standards."

"Is that so wrong?" she challenged but before he could answer she lifted her hand to stop an air hostess "Bring me some Scotch, will you?"

"You will have to wait a moment, Miss." the woman replied politely.

"I'm not very patient," C.C. said and pulled a 20 pound note from her pocket "If you get my hint."

"Money doesn't seem to be a problem." Niles said quietly.

"Well, it is certainly good at getting me something I want fairly quickly."

"Does it really get you everything you want?" he probed softly, his eyes boring into hers.

C.C. didn't allow anyone to stare her down and so she lifted her chin and said: "You're nearly as bad as my mother and to answer your question, this is why I couldn't enjoy my vacation."

"Now that we've covered the topic of your non-existent love life, how about business? With the sort of money you have I don't assume you're working?"

She blinked rapidly several times, trying to recover. This man was so damn infuriating, rubbing her the wrong way and yet she found herself unable to resist him.

"How do you manage to insult me with every word that leaves your mouth?"

"One of my special talents." he grinned, winking at her.

"Then you can't have very many, considering you are so proud of that one." she said with a triumphant smile.

"Touché." he conceded, letting out a throaty laugh "You are quite something, Miss Babcock."

He noticed with growing interest that she lowered her eyes at his compliment, suddenly shy for the first time.

"You were wrong, by the way. I am about to start a new job in New York City. A friend of mine got me a job with her husband, I'll be doing some secretary work but I'm certain that I'll move up to greater things."

He nodded, thinking that she was far too sharp to spend her days doing dull office work.

* * *

And so the 8 hour flight to New York passed very quickly. When they weren't chatting they were either eating or sleeping. When C.C. willingly grabbed hold of his hand during the landing he couldn't help but notice how much he felt drawn to her.

Walking together to the luggage belt he was trying to build up the courage to ask her for her address. New York wasn't exactly a small town and what were the chances that they would ever run into each other again? But more and more moments passed and lifting his suitcase from the belt he suddenly realized that he had run out of time. Politely bidding her farewell and wishing her good luck in her new job he walked away.

C.C. couldn't believe it, but she was actually staring after this man. There wasn't anything particularly remarkable about him, apart from the fact that he wasn't afraid to stand up to her. Clearing her mind off the fact that the first man who had excited her in a really long time had just walked out of her life, she went to pick up her suitcase. It was no use dwelling in the past; clearly he was only supposed to be her travelling companion.


	2. Surprising Revelations

**Hi guys!:) Thanks sooo much for your lovely reviews, they really made me happy!;) And to the ton of you who added this to their alert thingy, I'd really love it if you'd review too...doesn't need to be much, just a line or .!;) Over the past 3 days I've been working on chapter 2 and I very much hope that you'll enjoy it. I have planned most of the following chapters and just to warn you, it might take a while to get to the end. (I really wanted a big, new project...plus the title of the fic sorta suggests this :p) I'll be in Jasper for the next 2 days so don't know about wi-fi access where we're staying...but I also doubt that there'll be an update that soon...as I said last time: expect a new chapter within the next 7 days!;) **

**Disclaimer: I don't own any of the characters, only a sprained wrist!**

**Chapter 2: Surprising Revelations**

He was sitting in one of New York's typical yellow cabs, trying to push away all thoughts concerning the gorgeous blonde woman he had just met. C.C. Babcock had been arrogant, but clearly just as beautiful. More than that though he had enjoyed their conversation, the teasing, the mocking. It had been so refreshing to meet a woman who wasn't as prim and proper as the ones that usually surrounded him but instead someone who was willing to fight-all in all she was more like the woman he'd consider spending the rest of his life with. Oh good God, how could he be so smitten with her after only a couple of hours? The whole topic was a mine field and so, instead, he turned his attention to his future employer. Maxwell Sheffield and Niles had grown up together, if also not as equals. Niles' father had been a butler too in Maxwell's father's employ and thus Niles and he had spent quite some time together. Niles was obviously the less privileged one out of the two, if also the more intelligent in some ways, having secret dreams about becoming a barrister. But although he went to Oxford this dream was never meant to be, he was already promised to the Sheffield family. Niles, however, had ignored this as long as it was possible but now money was getting a little tight and so he knew that things had caught up with him.

When the taxi stopped in front of a gorgeous Park Avenue residence he heaved a sigh. Yes, this was the grandeur with which Maxwell Sheffield had grown up. Handing the cab driver the money and lifting his luggage out of the trunk he mentally slapped himself, though born rich Maxwell was still a good man, maybe being employed by him wouldn't be such a bad thing after all. Easily carrying his suitcase over the small steps he finally reached the front door and rang the bell. For minutes there was nothing and Niles mused bitterly that these were the disadvantages of owning such a huge house. But eventually he heard footsteps approaching and the door was opened. In front of him stood a pretty young woman, maybe ten years his junior. She had relatively short, blonde hair and had been plain at best, had it not been for her eyes and her smile. The minute she laid eyes on him the biggest smile lit up her face that made him notice her hidden beauty for the first time.

"Hi, you must be Niles! Come on in!"

Noticing that he was still staring at her he shook his head to clear his mind and followed her inside.

"You have to excuse Maxwell. He's burried in work at the moment… I'm already beginning to get jealous of his desk, that's how much time he's spending in his office. But listen to me prattling on, I haven't even introduced myself, I'm Sara, Maxwell's wife."

"Yes, I've guessed as much." Niles commented dryly.

To his surprise she let out a laugh that sounded like a bell, before pressing her hand to her mouth in embarrassment.

"You Brits, always the same sense of humour."

"Yeah well, we do try." he said, putting down the suitcase at the foot of the stairs "I have to hand it to Maxwell; he's always had good taste in women. I can fully understand that you caught his attention."

"Are you trying to get on my good side, Niles?" Sara teased slipping the bag off his shoulder "Because it might just be working, follow me!"

Massagngi his aching muscles he then picked up his suitcase again and walked up the stairs behind her. They had just reached the top landing when an angry shout could be heard from downstairs.

"Sara Sheffield, you should know better than to carry heavy bags in your condition!"

At this she whirled around to face her husband who was now hurriedly climbing up the stairs.

"I've told you before you should stop addressing me like a child. I also wanted to make the announcement tonight when we're all together, but now you've spoilt it." she said, stabbing him in the chest with her finger.

"Are you pregnant?" Niles asked, surprised.

"Yes, I am, fifth week to be exact."

"Congratulations!" he exclaimed, turning to hug his friend but then decided to shake his hand instead, adding the formal "Sir!"

It left a bitter aftertaste on his tongue, like a distant memory that he had made an effort to forget. Somehow it was official now; he was no longer Niles the man, but merely Niles the servant.

"It's good to see you, old man!" Maxwell said, patting him on the back, for him this transition was clearly easier than for Niles.

"I was just showing him to his room." Sara chimed in smiling happily.

"Continue then, but I am taking his bag."

She rolled her eyes but didn't say a word and simply started heading down the corridor. Several seconds later they arrived in front of an already opened door and Niles followed both of them inside the room. It was barely decorated, including only a nightstand, a desk and a number of chairs but the majority of the room was taken by the large double bed. Another door then led into a walk-in closet where, to his surprise, he could already see several butler attires.

"We'll give you a little privacy in a moment, but for now if you'd like to follow us downstairs? We'll show you the rest of the house and explain a little about your work here."

Niles nodded silently and did as he was told, trying to memorize where the bathroom, the office, and all the other important rooms were.

"Would you like something to drink, a cup of tea maybe?" Sara asked when they reached the kitchen.

"Yes, that would be nice." he replied with a smile while taking the seat Maxwell had offered him.

"At the moment I have an awful lot of work to get done, starting a professional career on my own is harder than anticipated. There are so many scripts to read and you wouldn't believe how ridiculous some of them are! Just today I read one about singing and dancing cats, or human cats, or something like that. I mean, who comes up with these things and actually believes it's going to be a successful musical? Anyway, I feel a bit like I'm wasting my time…"

"That's why we're hiring Chas," Sara said, leaning over Maxwell's shoulder to put the mug of tea down on the table "she's as tough as nails and will help you tremendously."

"She's a friend of Sara's and will get here tonight." Maxwell explained while Niles sipped on his tea "But I still don't quite know if I'm going to hire her for a very long time, at least _you're_ doing something useful."

"Thank you, Sir." Niles said humbly.

"Which brings me to your tasks. I'm sure I don't have to go into too much detail, you've been properly trained. Open the door, cook the meals, dust the house, clean and so on."

"Of course, Sir. But if you don't mind I'd like to unpack now." he said, rising to his feet.

"We also thought that you don't need to work today. You must be very tired and then there's the jetlag. The only thing we'd like to ask you is to be present at dinner tonight, meet my friend and maybe clear away some of the plates." Sara said.

"Yes, that's perfectly fine and I appreciate the time off. What time should I be ready?"

"Between 6 and 7?"

"Ok." he agreed and left the kitchen.

Once in the safety of his room he flopped down on the bed, kicking off his shoes. It was almost as if he could feel every single aching muscle in his body, as if his body was just as reluctant to work as a butler as he was. Crossing his arms over his head he closed his eyes and tried to relax, but every time he was close to succeeding his thoughts drifted off to C.C. Babcock and suddenly a crazy thought popped into his head. Bolting upright he went through the drawers of the nightstand and fished out a telephone book.

"Babcock, Babcock." he muttered while leafing through the pages but there was only a Shannon Babcock and he was almost certain that it wasn't her.

Angrily tossing it aside and cursing himself for being so stupid in the first place, he began unbuttoning his shirt before remembering that he would have to walk across the corridor to reach the bathroom. At least taking off his socks he extracted a towel from his suitcase and, with his shirt halfway undone, he left his room and headed for the bathroom. The warmth of the water proved heaven-sent in finally easing the tension of his body. He came to the conclusion that his attitude was all wrong: yes he had wanted to be a barrister but it hadn't worked out and now he would simply have to deal with it. If he didn't he would only make things harder for himself. Sara had been perfectly charming so he knew that he wouldn't struggle being nice to her but Maxwell… even though he was just as friendly Niles couldn't help but begrudge his wealth, a wealth he hadn't even earned but merely inherited.

_"Well, at least he is working now." _ a tiny voice in the back of his mind said but it was roughly pushed aside. Yes, he would make an effort but it could clearly wait till the evening.

When 6 pm had finally come Niles decided to wear his butler attire, he knew that he wasn't really supposed to work but thought that he might as well look smart for the occasion. He had picked out a white dress shirt that was neatly tugged into a pair of black pants and he had also chosen to wear a blue waistcoat. Running a comb through his hair and checking his appearance in the mirror one last time he jumped into action when he heard the door bell ring. Quickly walking down the stairs he called out to whoever would listen:

"I'm getting it!" adding under his breath "Might as well get used to it now."

As his hand closed around the door knob he still had no idea who was waiting at the other side, but his heart nearly stopped when the door was finally open and his eyes fell on her. His welcome got stuck in his throat and he instead stammered rather pathetically:

"It's you!"

For one crazy, exhilarating minute he thought that she had made an effort to find him but all his hopes were dashed when she said the deadly words:

"You're a butler."

He had thought that no sharp word that left her mouth could ever hurt him, but the disapproving tone of her voice mixed with the disdainful look she shot him was enough to wound him deeply.

"Why don't you come in." he said in a monotone when he heard footsteps approach behind him.

"Chas!" Sara exclaimed and, taking a step back, Niles allowed the two women to embrace each other.

He kept staring at C.C., working out that the new job she had mentioned would be with Maxwell, while wondering how things could have changed so much in a matter of hours.

"It looks like you've met Niles." Sara said, after C.C. had pulled away.

"Yes, we met o-"

"Just now," C.C. harshly interrupted "when he opened the door. Where else would a Babcock have met a butler?"

Niles felt the blow as if it had been a physical one, his shoulders visibly slumped and he walked away.

He spent as much time as he possibly could hiding away in the kitchen. By the time Maxwell summoned him into the dining room his disappointment had turned into pure anger and he was determined to pay her back by any means possible. Declining the offer to have a seat at the table and join in the dinner, he simply stood behind Maxwell.

"I know my place." he said bitterly, glancing over at C.C. who was doing her best to avoid making eye contact with him.

He continued to observe her and hated himself for still admiring her. He liked the way she ran one of her exquisite hands through her blonde hair, the way her eyes flickered up to him when she thought he wasn't looking. Although he tried his best to hate her he secretly knew that he was failing miserably and when she let out a deep, sultry laugh he felt like the perfect fool for getting turned on by it.

"Well, I'm sorry to leave so early, but I'm not used yet to New York time."

"Are you sure that's it?" he cut in aggressively "Don't you think it has more to do with you crying like a baby on the plane because you were so frightened? I mean, I'd be tired too."

She pressed her teeth together until it hurt.

"I don't know what your butler is talking about." she said in a clipped voice, getting to her feet "Maxwell, I'll be in your office tomorrow morning."

When Niles saw that Sara was rising too he gently placed a hand on her shoulder, saying: "I'll throw her out."

When both had left the room Maxwell looked at Sara, asking: "Did he just say "show" or "throw"?"

"I'm pretty sure we've missed something…" Sara muttered, lost in thoughts.

Niles, in the meantime, was practically racing after C.C. and just managed to grab hold of her arm before she made it out of the door.

"Let go!" she hissed but he simply shook his head.

"You insulted me." he growled.

"Well, you just humiliated me." she spat back.

"I guess this makes us even then." and he finally let go off her, the urge to kiss her becoming too overpowering.

"Where you and I concerned, there is never going to be an "even"." she hissed and turned around to hurry away.


	3. Sara Sees It

**Hello, Hello!:) So today was a bit of a rubbish day for me, the only thing that helped was writing this story, hence the early update. In other news, I got my exam results yesterday and they're all really good so I'm rather relieved and happy. Right now, as I'm posting this I'm sitting in the car at the roadside...lol We're in this tiny, dead village where nothing is happening and this is the only thing really worth doing!;) Anyway, I hope you'll enjoy this chapter and I get working on the next one tonight!:) R&R please!**

**Disclaimer: I don't own any of the characters, I'm just playing with them.**

**Chapter 3: Sara sees it**

How C.C. had made it home was a mystery even to her. All she had known was that she needed to get away from him, anywhere possible, but she had eventually wound up at her front door. For a few moments she stood there unmoving, before her body seemed to function again and she fished her keys out of her purse. Once the door was locked behind her, she took off her heels and walked into the bathroom. The only thing she wanted now was a good soak in the tub. Turning on the water and selecting a bubble bath scent she began stripping off her clothes until she stood completely naked in the room. Ignoring the goose bumps that were spreading across her skin, she instead looked for a pin which she then used to tie up her hair. She dipped one finger into the water to test its temperature before fully climbing into the bath and lying down. Letting out a deep sigh she allowed the water to envelope her, enjoying the warmth that immediately turned her skin red. Niles Brightmore was a butler… out of all the professions there were in the world, he had to be a lousy butler. As a Babcock even talking to him was a bit of a taboo, as a matter of fact she could only address him when she required his service and there he had been comforting her about her fear of flying. She closed her eyes in shame when his "crying like a baby" remark crossed her mind again. C.C. Babcock didn't cry! In a matter of minutes that overstuffed butler had managed to completely dismantle her reputation, now she would have to work even harder to gain Maxwell's respect.

Because of the time difference she awoke the next morning at 5 am. Turning around she tried to go back to sleep but found it impossible, she wasn't only wide awake but also rather restless. And so she spent some hours reading through new scripts. Burying herself in work had always been one of her favourite strategies but now it proved pretty convenient too, considering that she could use all that to impress Maxwell. Nonetheless, when she arrived at the Sheffield residence she felt nervous, what more about though she didn't know… her future employer or the butler that was sure to open the door for her. But before she could ring the bell the door was already flung open and Niles asked with a cocky smile:

"Scared?"

Straightening her back and squaring her shoulders she marched right past him, throwing her coat at him as she went, and hurried on to Maxwell's office. Although she was raging with anger she just managed to remember to knock before entering. Expecting to find Maxwell sitting at the desk, she was surprised to see Sara there with him.

"Hello, Hello." she tossed out easily, although it barely disguised her annoyance.

"Have a seat." Maxwell said formally and C.C. was beginning to wonder if something was wrong.

"There is something we really wanted to tell you yesterday, Chas, but didn't get the chance." Sara said, skirting the topic of the disastrous turn the previous night had taken.

"Oh?" C.C. merely asked, raising an eyebrow, while her hands were busy pulling out scripts and arranging them.

But before she could say another word a rapid knock could be heard and a moment later Niles breezed into the room, carrying a tray.

"I thought you might want to take your tea with your husband." he said, addressing Sara politely.

"Yes, thank you, Niles. But there are only two mugs, why didn't you bring one for Chas?"

Niles quickly looked up from pouring the tea, innocence written across his face. "Oh really? It must've slipped my mind."

"Yeah, right." C.C. growled but before another heated argument could break out, Sara spoke up.

"Anyway, what I was going to tell you is that Maxwell and I have some wonderful news: I'm pregnant!" she said, beaming happily.

"I'll get that missing mug now." Niles mumbled, exiting the room.

All the way down to the kitchen he couldn't forget C.C.'s face. Having heard the same the previous it had been just as surprising to him but Maxwell had always wanted to be a father and well, he didn't know Sara a long time but she seemed pretty delightful. C.C.'s expression, however, hadn't been one of mere surprise or shock, she had been completely taken aback by it and if he wasn't mistaken he had seen a brief flicker of pain in her eyes. He didn't understand what was going on inside her and it kept him occupied for quite some time.

Having come down initially to fetch another mug for her, he now wasn't paying any attention anymore to what his hands were doing, or where he was going. What was with that woman? It was driving him insane that he didn't know everything about her and so he decided to focus on the facts that he did know. Her last name being Babcock and the way she threw it around wherever she went, it seemed to carry some importance. Trying as he might though the name didn't ring a bell…She was clearly wealthy though and quite happy to use the money, although she seemed to be something of a black sheep in her family. Niles made that assumption based on the way she had talked about her mother, and the fact she had become defensive immediately when he had inquired about her working position. It had almost felt as if she needed to justify to herself why she had chosen that path, instead of living a luxurious life.

He sighed, coming to the conclusion that he couldn't really figure anymore out while standing in the kitchen and so he returned to the office. Niles immediately noticed that the atmosphere seemed to have changed, it was icier somehow, and all of it was rippling off C.C. Glancing sideways at her while pouring some more tea, he could tell that the smile she had plastered on her face was fake. He handed her the tea and she took it without looking at him.

Sipping lightly she said: "Well, as I said, congratulations. But Maxwell and I really need to get some work done, so if you wouldn't mind…?"

"Of course." Sara said, getting the hint, but Niles remained where he was.

"Same goes for you, Butler Boy." C.C. snarled and he left, but not without glaring at her first.

What C.C. missed completely though was the look of excitement that stole across his face once he had left the room. His heart was pounding so loudly in his chest he thought that Sara could hear it. It was silly, really, but the combination of the nickname chosen and her voice addressing him in such a way was turning him on tremendously. Suddenly, and before he could help it, images were flooding his mind: their bodies entwined in bed, the nickname leaving her full, red lips in a moan. He ran a hand though his hair and even pinched himself to shake himself out of the dream-like daze, while he was still able to function without needing a cold shower.

* * *

Once C.C. and Maxwell had some time to work in peace, she took the very important first step at ensuring her future at Sheffield productions. Agreeing with Maxwell that "Cats" clearly wasn't an option, she had suggested a play she had read in the morning. Maxwell instantly loved it and knew which people to call and so, by lunchtime, they had managed to secure their first show.

"Break out the bubbly!" Maxwell exclaimed, walking into the kitchen followed by C.C.

Sara, who had been standing at the counter reading the newspaper looked up. "What's there to celebrate?" she asked.

"Well, obviously we're christening Miss Babcock." Niles replied, standing behind C.C. , the bottle raised just above her head.

"It looks like you'll need a new butler soon, Maxwell, I could help you out with that." C.C. offered, ignoring his remark.

"Leave it to Miss Babcock to know how to meet one." Niles managed to say before Maxwell cut in.

"I have to apologise, C.C., I'm sure Niles will be nicer once he remembers whom he's talking to." he shot Niles a warning look before telling Sara about their success.

"Oh, that's wonderful! I think we should arrange a little party for tonight, to celebrate C.C.'s new job and how much she excels in it. We could invite some more backers, just so they get to know her, that's always useful."

Niles was sure that she would love such an opportunity to shine, a moment in which all attention was focused on her, but he was mistaken.

"I don't know, Maxwell." C.C. said, squirming a little "It's a bit sudden and I wouldn't know who to bring."

"Oh, I don't think that will be a problem," Niles chimed in again "the moment you open that big, fat check book of yours, people will just be dying to be your friend. Isn't that how it normally works?"

He could tell that he had hit her hard that time, that the confidence she was displaying was wavering, enough for him to see the insecurities hidden behind it.

"Niles, that's enough." someone said and he was surprised to find it was Sara. She, too, seemed to have noticed that C.C. failed to reply. Niles clenched and unclenched his fists and made his escape via the backstairs.

* * *

When the evening had finally arrived Niles was quite proud to see that he had managed to arrange a last minute soiree. But he also knew that it wasn't due to his own doing, that he never would've managed it without the help of the woman who was currently chopping vegetables at the kitchen counter.

"Have I thanked you today Lucy?" he asked, with a happy smile.

Said woman looked up and wiped away some droplets of perspiration from her forehead. "An awful lot and I'm still glad I could help."

He had met her the previous day when he had been grocery shopping for the first time. Maxwell had specific wishes of what he wanted to eat and had emphasised several times that only the best was good enough. This in turn, had proven to be a bit of a problem for Niles who didn't know New York well enough to have an idea where the closest store was. Of course he knew all the big names and roughly where they were located, but he still liked to make his own discoveries. Having wandered around for over half an hour though without any results to show, he had decided to ask the next best person for directions.

"Excuse me," he had asked the young dark-haired woman standing at the traffic lights next to him "I'm looking for a shop called "Eric's Delikatessen" but I cannot seem to find it. You wouldn't know where it is?"

"Eric's?" she had asked with a light chuckle "Of course, I'm a regular there, just follow me."

On the way there they had chatted a little and it turned out that she was a chef who owned her own little restaurant and to top it all off, she was charming. Niles and her had gotten along so well that they had even exchanged telephone numbers. So when Maxwell had just sprung the news of the party on him, she was the first person he knew he could call. Lucy had been delighted to hear from him and had not only called in many favours to get all the products, but had even suggested to come around and help him cook. It just so happened that Wednesday was her regular night off, of course Niles didn't know if this was actually true or if she was simply influential enough to take a night off whenever she wanted to. Whatever the reason, he was glad that she was here with him now.

Lucy, on the other hand, also knew how lucky she was to have met Niles. He was very friendly and incredibly relaxed, even though she could tell that there was a different side to him too. In the 24 hours she had known him she had seen bits of it cropping up, hidden very well behind sarcastic remarks. But she felt incredibly amazed by his skills, but even more so by the fact that he didn't seem to know just how good he was. In the shop, for instance, he had shown an unbelievable knack for flavours and combinations and now he was working as quickly and efficiently as a professional.

As the evening progressed the guests became happier and happier and the champagne began to flow more easily. Niles was just seeing Lucy out when he felt the inexplicable sensation of being watched.

"Good night." he said softly, closing the door behind Lucy and turned around.

C.C. Babcock was standing in the doorway, her hand resting on the kitchen door, as if she was still trying to make up her mind whether to come in or back out again. They simply stared at each other but before either one could say something, Maxwell appeared behind C.C.

"There you are," he said, putting a hand on her shoulder "why aren't you out there? This is your party…"

"I'm sure she wanted something from me." Niles said, letting the ambiguity hang in the air.

"I came to ask for a glass of water, seeing as a certain butler was too busy chatting around to notice." she snapped.

"Water, C.C.? There is champagne out there, go on, Sara will pour you some more."

Niles shook his head and let out the breath he had been holding, before noticing that Maxwell was still standing there.

"Listen, old man, " Maxwell began, twisting his fingers uneasily "I wanted to ask you a big favour."

"You mean bigger than "Throw me a party in less than 7 hours notice?"", Niles quipped, untying his apron and hanging it up.

Maxwell visibly began to feel nervous, shifting from one foot to the other.

"Well, this time it's actually more of a request than a favour…and it's Sara who asked me to speak to you."

"Will you spit it out?" Niles asked, getting slightly annoyed.

"Look, C.C. didn't bring anyone and I think she's very miserable…and well, you know her as well as I do, when she gets miserable she isn't exactly good company and there are a lot of backers out there…" he drifted off, leaving Niles to wonder where this was going.

"I still don't see the role I'm supposed to play, unless you want to make her more miserable."

"Could you just ask her to dance?" Maxwell finally blurted out.

"Absolutely not." Niles said, stiffening immediately.

"But then it would look as if she's-"

"With all due respect, Sir, you know as well as I do that Miss Babcock would never accept. I am a butler and most of the backers know that, I don't see how it could help her reputation if she was seen dancing with me."

"You've been in the kitchen for most of the time, not a lot of them have actually seen you. It just looks better if she isn't standing around on her own, ready to bite everyone's head off the minute she's approached."

"But it's ok as long as it is just my head, right?" he muttered under his breath, but suddenly getting an idea he asked: "What's in it for me?"

"What do you mean? You are being _paid_, what more do you expect?"

"I'm not getting paid to keep Miss Babcock happy though, am I? You know, Sir, I'm still suffering from the jetlag and breakfast _is_ quite early…"

"Fine, breakfast will be one hour later tomorrow, satisfied?" Maxwell suggested resignedly and Niles beamed at him.

"It's a deal." he said, shaking Maxwell's hand before leaving the kitchen.

The glorious feeling over that victory only lasted though until he entered the living room. How did Siegfried approach the dragon? Striding over to her more confidently than he felt, he took his time to assess her mood. She was hovering by the stairs, her eyes flickering to the door several times as if she had to force herself not to flee. His brain hadn't yet managed to formulate a plan when he was already standing in front of her.

"Miss Babcock, would you like to dance?" he asked, offering his hand to her.

"Are you completely _mad?" _she exclaimed loudly.

Niles noticed that all eyes were immediately on them and so he grabbed her hand and pulled her against him.

"Believe me, I wouldn't be caught dead dancing with you. But Mr Sheffield asked me to do it, you're scaring off the backers." he whispered, while slowly beginning to sway his body to the rhythm of the music.

"Let go!" she pressed, but he only tightened his hold on her.

"Think about your career." he tried again and took her grumbled response as a resigned "yes".

After the first moment of agitation had passed he began to notice how close they now were. Her hands were smooth and soft and her thumb and the rest of her fingers were curled around his hand. His other arm that was wrapped around her waist kept brushing over her curves that were barely hidden by the thin, silky fabric of her blouse. He tried to catch her eyes but she was steadfastly refusing to look at him, staring over his left shoulder instead. And so he decided to lower his gaze, taking in her entire appearance for the first time. Although the long black skirt she was wearing prohibited any glimpse of skin, he could still perfectly picture her gorgeous tanned legs. Once again it struck him how much she had changed since their fist encounter, switching from shorts and revealing clothes to a more formal dress code.

"Be careful what you're staring at, Benson." C.C. growled, misinterpreting what he was doing.

Niles chuckled lightly and then purposefully examined her chest region. It hadn't escaped him that her warning had been softer than all the insult she had flung at him thus far and a small gasp left his lips when he realised that her chest was rising and falling quicker than usual, just as if she was excited or nervous. He only noticed that the music had stopped when she abruptly pulled away.

Maxwell and Sara who had observed it all from a distance were now exchanging confused looks.

"Did you see that? It worked." Maxwell voiced.

"That's not the only thing I saw." Sara muttered and left her husband's side to follow Niles into the kitchen.

He was stowing things away in the fridge and she put her hands firmly on the door and without announcing her presence, said: "I had a feeling there was more to why you and Chas treated each other that way and now I think I might actually have been right."

"It's as she said: she's a Babcock, I'm a butler, we met at your house. End of story!" he replied calmly, looking at her.

She was aware that he wasn't telling the entire truth but knew that he wouldn't say more and so opted for a change of tactic.

"You insult her all day long and she does the same. But just now when you danced, I saw the way you were looking at her, Niles."

"You saw nothing, only what the butler was asked to do." he said harshly, leaving her alone in the kitchen_._


	4. Escalating Tempers

**Hi everyone!:) I don't seem to be able to stop writing this Before I forget it:Thank you all for your wonderful reviews!I always feel like a child at christmas when I open my inbox and see the reviews!;) Anyways, I should really give my mum some credit for this chapter...lol I was a little stuck and we discussed some options while sitting at a little pizza There's a lot of bad moods n stuff going on in this one, but I promise you, you will _love _the next chapter. If I'm not too tired I might start working on it tonight. **

**Disclaimer: I don't own anything but a lovely dinner that's waiting for me now!:)  
**

**Chapter 4: Escalating Tempers**

C.C. awoke the next morning feeling much the same she had done the previous day: defeated by the butler. Just that this time she hadn't lost one of their verbal battles, this time her own body had betrayed her, which made it even worse. When she had arrived home at night she had, yet again, felt the strong desire to wash away the events of the day. More than the dance she and Niles had shared though, it was Sara's pregnancy that she wanted to forget. Another friend who hadn't only successfully managed to bind a man to her, but who was now also starting a family… another moment that just showed her inability to do the same, to build a relationship. That night she had opted for more drastic measures and drowned her sorrows in a glass of whiskey. Sitting down on her couch, the glass firmly in hand she had dully stared out at the city lights. It had been quite some time since that need had been so overpowering that she felt only alcohol could help. As a young girl growing up with her father she had prided herself in her ability to drink a lot without getting tipsy. But things had started to get out of hand when her father went away on more and more business trips: the occasional glass for celebratory purposes had turned into her nightly comforter. When her mother had found out about it she had locked away all the alcohol and threatened C.C. that this unladylike behaviour would get her nowhere when it came to men. Initially this had only spurred her on but when the first disappointments had occurred she had soon followed her mother's advice. But that night her resolve had crumbled when she was, once again, faced with the loneliness of her existence. A bitter drink for a bitter woman, how poetic…

The faint throbbing at her temples reminded her of the disadvantages that type of behaviour brought along and she went to freshen up to look at least presentable for Maxwell. Her determination was soon tested though when her thoughts drifted off to the infernal butler again. She knew that he had been acting on Maxwell's order but the way he had studied her, his eyes practically worshipping her…it was all so damn inappropriate. So why had her body reacted to it? Shaking her head in frustration she chalked it down to her pathetic loneliness and decided to just let it go. There was nothing left to analyze, was there?

After a light breakfast she hailed a cab over to the Sheffield residence and was surprised to find that it was Sara who answered the door instead of Niles. The young woman had decided to change her strategy yet again after her failed attempt to interrogate the butler on the previous night. He had been avoiding her all morning and only when she had followed him into the kitchen after breakfast was over to tell him that he could take the day off had he stopped and listened.

"Why?" he had asked suspiciously and she had made up some excuse.

The truth was she wanted him out of the house so that she could talk to C.C. in private, get her while her emotions were still raw and without the butler stirring them and pushing her deeper into denial.

"Maxwell's running a bit late today." she informed C.C., taking her coat "We started breakfast an hour later and this completely threw his routine."

"Should I wait in the office for him?" C.C. asked.

"You're always so focused on your career, Chas. Loosen up a bit, let's talk until he's ready." Sara said, pulling the other woman along to the couch "Did you have a good time last night?"

"Yes." C.C. lied effortlessly "Thanks again for organizing it."

"Oh, don't thank me." Sara said, patting C.C.'s knee "It was all Niles' doing, he arranged everything. And it looked like he's quite the dancer too."

C.C. rolled her eyes at the clumsy segue. "I know what you're getting at Sara, he's was alright…for a butler."

"Surely you can't help but notice though that he is a man too."

"A butler is all I see." C.C. said firmly "Speaking of which, where is that dreadful maid of yours?"

"After all his hard work I decided to give him the day off." Sara explained, somewhat disappointed that her second attempt to find out more had failed.

"But what does he _do_ apart from his work?" C.C. questioned while trying to sound uninterested at the same time.

"Chas, he isn't as focused on his career as _some_ are…" Sara pointed out, eyeing her friend sternly "He has quite the people skills it seems. The young woman who helped him yesterday, Lucy Nash, is a head-chef at "Henry's", he met her on his first day in New York. They are spending the day at Central Park, I believe."

C.C. frowned at this information, trying to recall the woman. The only one fitting that description was the brunette she had seen him with. Granted, she had a nice figure, but apart from that she was merely average.

"Perfect match." she said out loud.

"What do you mean?"

"Well, he's a servant, she's the help… match made in heaven."

"Chas, I know the way you have been brought up but I'm really starting to get annoyed at your tone. Lucy Nash owns an incredibly successful business, just because she cooks for a living doesn't mean she is beneath you."

C.C. opened her mouth to reply but felt completely stunned by Sara's anger and was thus unable to come up with anything better than "Ok".

* * *

In the meantime Niles and Lucy were sitting on a bench near the Bethesda Fountain in Central Park. The usually so bubbly man, however, was mostly silent and she was beginning to wonder what had gotten in to him.

"So why did they let you have the day off, did you get into trouble?" she teased friendly and elbowed him in the ribs.

"Don't think I did." he muttered before making a conscious effort to cheer up "I'm glad though, means I get to spend some more time with you."

"Aren't you the charmer?" she laughed, before sobering a little "But seriously, don't change the topic."

"I'm not in trouble, honestly. This transition is just harder than I expected, I never wanted to serve others…well, at least I never wanted to serve my best friend. Maxwell Sheffield and I grew up together but he disregards this completely…"

Nodding in understanding she suddenly broke into a smile when an idea occurred to her. "You know, if you're unhappy in your employment, or just don't want to work for the Sheffields I would love to train you as a chef, you've got real potential."

His eyes lit up for a second before he seemed to remember something and shook his head. "As much as I appreciate your offer, I don't think I could just leave Maxwell in the lurch-"

"You don't have to decide now." she interrupted him gently, squeezing his hand "Think about it and when you've come to a decision let me know."

* * *

Her offer was on his mind for the remainder of the day and as he walked home he was still considering the pros and cons. Although he was always asked to look after Maxwell as a child they had been friends at some point, hadn't they? Then why couldn't Maxwell treat him at least…ah, it was infuriating. It wasn't that he had been unfriendly just the fact that he had to address him as "Sir" and that Maxwell only came to him when his business was in trouble and a favour needed to be done. What Niles really wanted was to feel like a person again, rather than an instrument that could be used any given time. He realized where he was when he recognized the surroundings as Park Avenue, mere minutes separating him now from the Sheffield residence. Maybe the best thing was to just be frank with Maxwell and let him know about the offer he had gotten; get it all out in the open. With that decision made he strode inside the house with a new found confidence, running into his employer almost instantly.

"Ah Niles, there you are." Maxwell said, sounding somewhat impatient.

"Yes, Sir, as you know Sara gave me the day off, so I'm sorry that dinner isn't ready yet."

"Never mind, old man, never mind." Maxwell said with a smile "I've got something to discuss with you."

"As a matter of fact, so do I, Sir." Niles began while walking behind the other man through the living room.

"Yours can surely wait another moment." his employer said good-naturedly.

"Of course it can." Niles muttered in frustration, wondering if he shouldn't just quit then and there.

He sat down on the green loveseat, as offered by Maxwell, and waited for him to speak.

"As you know, Sara and I are expecting a baby."Niles nodded silently. "You know I'm not good at expressing my feelings, old man, but we've known each other for a long time and throughout that time you've always been a wonderful and loyal friend to me. Now, as a butler, you might have some quirks and you certainly take more liberties than other butlers… but you are, by far, the most trustworthy and reliable man I know. That's why I would like to ask you if you want to become my child's godfather."

Niles was speechless, to say the least, it was if he had gotten the sign he so desperately needed.

"Maxwell, it would be my pleasure." he said, dropping the formal tone as the feeling of pride washed over him.

C.C. was standing outside the office, one ear pressed against the door like a nosy teenager. All she had heard was that Maxwell wanted to talk to Niles in private and that was enough to peak her interest. Now she knew that the butler was supposed to become the godfather of the unborn child and a small smile appeared on her face when she assumed that, as one of Sara's oldest friend, she would surely be asked to share the honour. Though why Maxwell had given the task to a butler, she'd never understand…

"C.C., has Max talked to you yet?" Sara's voice interrupted her musings and she shook her head "You can tell him time and time again, he still forgets it."

And she beckoned C.C., who had stepped away from the door, to follow her inside the office. The smile that had been blossoming on her face was growing bigger and bigger by the second, as she was certain that they would now ask her as well to become the child's godmother.

"What are you looking so smug about?" Niles whispered, knowing full well that only C.C. was within earshot "Did you manage to scare off another friend?"

She simply rolled her eyes, nothing could get her off that high she was feeling.

"As Sara just pointed out to me C.C., "Maxwell began "I forgot to ask you something. We would like to have you over for dinner next week when all the contracts for the show are finalized, would Tuesday be alright?"

Her face fell the moment the last words had left his lips; this was not what she had expected.

"Tue-Tuesday?" she stammered pathetically.

"Yes, isn't that a good day for you?" Sara asked, furrowing her eyebrows in confusion.

"Yes, I'm sure Miss Babcock's schedule is very full, seeing as she's got so many friends…" Niles started but C.C. cut in:

"Tuesday is perfect. I'm sure Niles will prepare something extra special for me."

"Yes, and knowing that your taste buds will be just as distinguised as the rest of you, you might even taste the strychnine before it kills you."

* * *

C.C. spent the rest of the week hoping that Sara or Maxwell would approach her about becoming the child's godmother. She had been so certain about it… and how could she have been mistaken? Sure, Sara had given that big speech about seeing Niles as a man rather than just the butler, but she had known him for only a couple of days. How could she trust him with such a big responsibility and not her, whom she had known for such a long time? It was eating her up and so, come Monday afternoon, she was in a particularly foul mood.

"Niles, why isn't there any coffee left?" she asked angrily as she rushed into the kitchen, slamming her mug onto the counter.

"Supposedly because a certain blonde socialite drank it all?" he replied coolly, while continuing decorating a cake.

"Stop it, I'm not in the mood!" she snapped, pushing her mug closer to him.

"Now that's a sentence I'm sure you're familiar with." he grinned, but picked up her cup and went to fill it up with the coffee she had requested.

Over the sound of the liquid hitting the bottom of the mug with a splash he could just hear her mutter: "Why they've chosen you as a godfather I'll never understand."

He looked up at this and arched his left eyebrow, as his lips curved into a satisfied smile. "It's killing you, isn't it?" he asked.

The expression in her light-blue eyes which had been soft a minute ago suddenly changed as she fixed him with a furious glare.

"That's none of your business." she hissed.

"Apparently you're wrong, Miss Babcock, as I'm considered trustworthy enough to take that role while you are, sadly, excluded." he corrected her happily.

"I just don't understand why they'd-"

"Oh please, Babs, you're not exactly the warm and caring type, are you?" he continued, ignoring the pain that was so clearly forming in her eyes again.

She crossed her arms in front of her chest as all her defenses went up at once.

"At least I'm not a butler. If something happened to Sara and Maxwell _I _would have enough money to look after the child."

"Because growing up with lots of money worked so well for you." he growled, stepping closer to her.

She had managed to do it again, wounded him and pushed him so far that all he wanted to do was see her crumble in front of him.

"I should've known not to trust you." she spat.

"Don't be ridiculous, you never trust anyone. As soon as someone manages to get close to you, you just push them away."

"You are overstepping the line." she breathed, unconsciously backing away from him.

He simply stared at her for a moment until the anger had faded away. He could see that he had been seconds away from breaking through to her but he also knew that it would have destroyed everything had he done so. Now wasn't the time…letting out a sigh he went to retrieve her mug and then silently handed it to her.

* * *

On the following day the fight seemed to be forgotten and they were back to their usual bickering. Opposed to his previous threats, Niles had in fact prepared a lovely 3 course meal. It had taken the entire day to prepare but on one hand he wanted to show C.C. that he could do something right and on the other hand he wanted to show Maxwell and Sara his gratitude. He had come to the conclusion that, although the job was hard, he couldn't just leave. Maxwell _was_ his friend and the knowledge that he trusted him with his child had affirmed their relationship. Then there was the situation with C.C. and, as much as she angered him, there was a part of him that just couldn't let go. They had just reached dessert; when Sara put her spoon down to say something.

"We weren't quite truthful with you, C.C., when we invited you over for dinner last week. We simply wanted to have the right atmosphere when asking you if you would like to be our child's godmother."

Niles, who had been pouring C.C. some more wine nearly spilled it when she turned around to flash him a devilish, arrogant smile.

"I would be honoured." she said.

"Wonderful!" Sara exclaimed "But there is more. I'm not sure if you're aware, but Niles is going to be the child's godfather, and as such we would love it if you two could write a speech together for the christening."


	5. Jealousy and Nearness

**Hello everyone!:) Boy, am I really on chapter 5 already? Just in case anyone was wondering, this will be a longer fic, at least 20 chapters, I've planned them completely through till chapter 12 at the moment but have vague ideas for the remaining 8!;) Ok, this chapter is 4 1/2 A4 pages long, so should be plenty for you to read!And as I promised, you should (hopefully) very much enjoy that. The um...show number at the beginning was inspired by the "Curtains" number "Thataway". If any of you are interested go on youtube and type in "Curtains choreography", it's a short 2.55 min video but only the bit about Karen Ziemba is important. (gives you an idea what Niles is faced with ;) ) And yeah, JC was very much inspired by KZ, though KZ is a lovely person as well as a wonderful performer!lol Anyway, enough babbling on from me, enjoy the chapter!:)**

**Disclaimer: I don't own "Curtains", only the CD, and none of the Nanny characters!**

**Chapter 5: Jealousy and Nearness**

The initial shock of possibly having to work closer together wore off soon, mostly though because they didn't see each other a lot once the production of "Saloon Fever" had reached the rehearsal stage. Niles thought that this was the best thing that could've happened because it allowed them a moment to breathe without constantly being at each other's throats; on the other hand, however, he was beginning to miss their verbal battles.

One day, a couple of months later, he got a phone call from Maxwell and was surprised to find that it was an urgent one. His employer had left the house early in the morning again to work with the actors at the theatre, leaving Niles to look after his now heavily pregnant wife. It wasn't a task that he minded exactly, after all, he could still carry out his regular duties, but on the other hand it did stop him a bit from the social life he cherished. Although admittedly it was his own fault because in theory he was still able to meet other butlers and chefs like Lucy while grocery shopping, but his fear of leaving Sara alone in the house forced him to do so less and less. On that particular morning he had been cleaning in the office when he heard the telephone ring, before he could pick it up though Sara had already done so.

"Niles!" she yelled a moment later and he followed her voice into the living room.

She was sitting on her usual spot on the couch, legs outstretched, rubbing her pregnant belly with one and holding the phone with the other hand.

"If you would just let me get it you would save yourself the trouble of having to strain your voice." he commented.

"And miss the opportunity to talk to my husband whom I so hardly see now?" she replied seriously and handed him the phone.

"Yes, Sir?" Niles asked, expecting another particular dinner wish.

"Old Man, I really need your help. JC is on the verge of quitting…again, because her assistant forgot to bring her the caramelized almonds she asked for."

"She shouldn't eat so much sugar in anyway, especially not when she plans to sing at the premiere soon." Niles said dryly.

"I know, I know. But we can't afford to lose her now, it would be a colossal setback. Could you possibly prepare some and bring them over here? Oh and Miss Babcock asks if you could bring us some dinner too!"

"I'm not asking, I'm demanding." he could hear C.C. correct him, before Maxwell apparently placed his hand over the phone.

"Sir, what shall I do about Mrs Sheffield?" he asked carefully.

"Sara will be fine. Make sure she has the phone within reach if something _should _be wrong."

"Very well, Sir." Niles sighed, not entirely happy "I'll be over as soon as possible and tell Miss Babcock I'm going to bring some worms for her to snack on."

Without awaiting Maxwell's reply he hung up and filled Sara in. Then he hurried into the kitchen and began to work on the almonds, silently thanking God that they still had some in the house. While the butter was heating in the pan he suddenly had an idea and went back into the living room to retrieve the phone.

"Lucy, it's Niles." hesaid while adding some sugar to the now melted butter "I'm afraid I have to ask another favour. Maxwell urgently needs me at the theatre, would you mind watching Sara for an hour or so? I just don't like the idea of her being on her own in case something happens."

"Sure, don't mention it. I'll be over in a second."

"Thank you." he said sincerely and put the almonds into the sugar and butter mixture.

* * *

The traffic on his way to the theatre was horrendous and so he got there later than he had expected. He had taken off his jacket on the way over and was now rolling up his sleeves because temperatures had risen unexpectedly this April. He carried a basket with some lunch for Maxwell and C.C. on top of which rested the bowl with the almonds. Explaining to the stage door manager that he was the Sheffield's butler, he soon found himself in the relatively dark auditorium. He remained where he was for a bit until his eyes had adjusted to the barely illuminated room, before he began walking towards the stage. It only took him a second to realize who JC was because her stage presence was so strong that it almost seemed the other actors on stage were papier-mâché dolls. Her brown hair was piled up and held together with a pin and she wore heavy make-up and fake eye lashes. The burgundy dress she wore was low cut and complimented her perfectly and the minute she opened her mouth and began to sing Niles could understand why Maxwell couldn't afford to lose her. She was a treasure- moody and a diva- but a treasure nonetheless. Noticing that he had come to a standstill while gawking at her and that she was staring back, he finally forced himself to move again. This time he made it to the third row in which C.C. and Maxwell were sitting and placed the basket on the seat near the aisle, eyes still glued to the actress on stage. She was doing a dancing routine that was flirtatious, to say the least. There were a lot of kicks involved and more than once did he get a glimpse of something he wished he hadn't seen. To add to that the chorus boys had the glorious line "What's that stirring in my pants?" that not only made Niles question the quality of the musical, but also made the heat rise to his cheeks until he was certain he was completely red in the face.

None of this went unnoticed by C.C. whose eagle eyes had been following the rehearsal until she had caught a movement from the corner of her eye. With a light shrug she turned her attention back to the stage, at least the show was doing _something_ right when it managed to attract men, and yet there was an odd sensation stirring in the pit of her stomach.

"Ah, Niles!" Maxwell exclaimed, noticing him for the first time once the music had stopped "Good, you made it."

But before he could answer, a shrill voice could be heard.

"Is this the butler?"

Niles was surprised to find that the woman who had such a heavenly singing voice would talk in such a crude way.

"My, doesn't he look delicious? I'd love to take a bite out of him."

For the second time that day he visibly blushed, while his fingers were nervously fumbling with the bowl of almonds. Even though the spell had been broken once JC had said the first word, he felt an almost repulsing pull towards her. There was something in her dominance he couldn't resist, an almost animalistic urge to grab her and have her even though rationally he knew she was completely wrong for him.

"Are you deaf, Butler boy? Get your juicy booty over here."

Niles blinked rapidly several times, finding that his feet were already carrying him to the stage but he was calmer now, more composed and suddenly capable again to see how old and revolting the actress looked under all her make-up. The nickname didn't work… not when she said it, yet when it left the lips of a certain blonde…

"Here are your almonds, Miss." he simply said, handing the box to her.

"Forget the bloody things. There's something else I'd much rather try."

And she grabbed hold of his shirt and pulled him closer. Before she could make a move though a sharp, uncompromising voice pierced the air.

"We are not paying you to eat and flirt with the help!"

Niles looked over to the source of the voice, finding that C.C.'s eyes briefly rested on him before they fixed JC again with an icy stare.

"Maxwell, I will not let that…secretary of yours talk to me in such a way." The actress declared, drawing herself up to her full height.

"Secretary? I'm the one who gave you this job." C.C. spat.

"I don't need your pathetic offer. I'm Jane Clarence, I can have any job in the City and any butler too, including yours."

"He isn't mi-"

"Then you won't mind if I go out with him, isn't that right?"

C.C. opened and closed her mouth silently like a fish, but her fists were clenched at her sides and her body was rigid with tension.

"Maxwell, you better make this happen, otherwise you'll have to find a new star."

"Fine, take the maid." C.C. snapped, already extracting a flask from her purse "What do I care?"

Niles, meanwhile, was shooting Maxwell a look that clearly pleaded not to have him go out with that dreadful woman but with a barely noticeable shake of his head his employer dashed all his hopes.

* * *

C.C. was standing outside in the parking lot, smoking her second cigarette in a short time. She had just taken another long drag when Niles stormed out of the backdoor.

"Are you happy now?" he asked but without waiting for an answer continued walking until he reached the street.

No, she wasn't happy…not even one tiny little bit. As a matter of fact she was feeling almost nauseous and uncertain of her ability to ever face the actress again without ripping her head off. Why would she want the stupid butler, what in the world was so special about him? She sighed, wishing for once that she would see him the way everyone else seemed to… As the weird feeling in her stomach began to increase she let out a frustrated sigh and instead focused her anger on him. Why had he been silent? Standing there like a complete idiot, turning read and letting her talk to him like that? He never took anything sitting down; he always had some sort of comeback… She just couldn't believe how a man like him could let anyone treat him like that. She was just on her way back inside when she ran into Maxwell who looked very annoyed.

"C.C., I think it's best if you take the rest of the day off." he said.

"No, I'm fine now. That woman just rubbed me the wrong way, but I promise you I will control myself."

"I'm sorry,C.C., but for the sake of our show I'm going to have to ask you to stay at home today. I'll manage everything. I will see you tomorrow."

"Maxwell-" she tried, but he merely shook his head in a gesture that meant he didn't want to hear any of her excuses. "Stupid butler." C.C. muttered under her breath and turned around to hail a cab.

* * *

The atmosphere in the following week was icy, to say the least. C.C. was still annoyed because of the way Maxwell had treated her after the little incident and Niles was more than fed up with his employer for using him like that. Nonetheless rehearsals had to continue and Niles' date kept coming closer and closer, whether he liked it or not.

It was the end of the week and C.C. was looking forward to a nice, hot bath followed by a quiet evening in with a good book and a glass of wine. She had been avoiding making conversation with Maxwell as much as possible, which only worked so well because they still spent most of their time in rehearsal. She was just putting away some scripts and other paperwork, when Maxwell handed her her coat.

"Thanks." she said, without looking at him and took it.

"C.C., Niles is going on the date with JC tonight and I told him to stop by your place afterwards."

"Why?" she exclaimed, meeting his eyes now that it was inevitable not to.

"You _do _remember Sara and me asking you to become our child's godparents? Well, I know you haven't seen her in quite a while, but I'm sure you're aware _the _date is approaching and so we would love it if you started working on that speech."

Grinding her teeth together in annoyance upon seeing all her plans disappear she only managed a "Certainly, Maxwell."

On the way to her apartment she could feel her tensing muscles and it only served to increase her already throbbing headache to know that she couldn't have a bath because Niles might barge in on her any time. So instead when she reached her penthouse she opted for a change of clothing and a generous glass of wine. The clothes she wore were carefully selected, something more casual but not enough to give the butler any wrong ideas. Thus she had picked a black pair of sweatpants with a black and white top that was tied by the waist. After she had pinned up her hair she took the first large sip of her wine and settled down on the sofa.

Niles had been just as miserable when Maxwell had told him to stop by C.C.'s apartment, although admittedly he had felt a spark of excitement for just a second. This he made a conscious effort to ignore, however, because he couldn't allow himself to swoon over the woman when it was her who had caused him to suffer through this horrible date. Arriving at her penthouse around 9 o'clock he fully intended to lie to her, not wanting to give her the satisfaction of having succeeded in making him miserable. The doorman let him in once he had stated his name, explaining that Miss Babcock had already informed him of the impending visit. He had then taken the lift up to her apartment, all the while marveling at the grandeur of the place. It was clearly fit for a Babcock…he sighed, taking off his jacket before exiting the lift. With each step he took towards the door his nervousness grew until his knuckles finally rapped against the wood. The woman who opened the door looked so wonderfully unlike the C.C. Babcock he often saw at the Sheffield residence, that he couldn't help but stare for a moment. Everything from her visibly softened appearance was enough to warm his heart and also made him vulnerable for the first harsh remark.

"You're here so early?" she asked "Well, the date can't have been very good then."

Coming back to the twisted reality of their current relationship he decided to build on his previous plan by rubbing it in even more.

"You will find, Miss Babcock, that I have many ways of pleasing a woman, some of which are not measurable by time alone." he said smoothly, stepping into her apartment.

As he walked past her she caught a whiff of a scent that very clearly wasn't his, but a heavy women's perfume. Instinctively her hand went to her stomach as a sickening feeling began to spread, while she used the other to close the door. When she turned around she saw that he had already made himself comfortable on the sofa, clearly having chosen to be completely impolite.

"I need another glass of wine…" she muttered to herself but looked up in surprise when she heard Niles say "Don't mind if I do."

Concluding that he must have caught the last part of her sentence and interpreted it as an offer, she let out a frustrated moan and walked into the kitchen to fetch a glass for him.

"Next time keep the corny details to yourself, Butler Boy, "she began after having taken another hearty sip of the wine "Your cheap servant come ons might work with that insufferable diva, but they are wasted on me."

Her eyebrows arched in curiosity when she noticed that he nearly emptied his glass before being able to reply.

"I don't like this situation anymore than you do, Babs, why don't we just skip the niceties and get it over and done with?"

"Fine." She said curtly, while leaning forward to pick up the notepad she had already positioned on the table.

"We should probably start with "Dear…"" Niles suggested, swallowing the remains of wine in one gulp.

"Yes, it's always a good idea to address the person directly." C.C. commented "What are they going to call her?"

Niles' mind was still busy trying to come up with a good come back that it took him a moment to realize he, in fact, had no idea what the little girl would be called.

"I'm not sure…all I remember is Sara mentioning that it will be a girl but the name… no, she never mentioned a name. And Maxwell was so busy working with you and my duties in the house kept me busy-"

"Well, you _are _the butler." C.C. interrupted.

"Why thank you Miss Babcock! With you around it's quite impossible to forget that." He growled.

At this C.C. broke into ringing laughter that was so sincere that it even made Niles' lips curl into a smile. Brushing his hand through his hair as if that would erase the tingling sensation he was feeling, he slid off the sofa and poured some more wine into his glass, before refilling hers.

"I do hope their daughter is going to be more like Mrs Sheffield than Maxwell." Niles said pensively,sipping at his wine "Maxwell is a good man at heart, but he can be awfully indecisive sometimes and Sara is like a breath of fresh air, much more emotional and far less rigid than he is."

"Yeah, she's always been like that." C.C. agreed quietly.

Niles looked up at her but came to the conclusion that he would have to bare something of his life to find out more about her.

"Maxwell and I basically grew up together. My father was his father's butler and as his son I was trained at a very early age, not only that, as the older boy I was often asked to keep an eye on Max. Sometimes, on very rare occasions, Maxwell even came home with us. I come from a very large and loving family and I think Max missed that in his own. Especially with his father everything was always about the business, you won't believe how many times Max had to spend Christmas without him."

During his speech C.C. had silently slid off the sofa as well, instantly drawn to his warmth as the words he spoke painted pictures of her own lonely childhood.

"We didn't live very far away from the Sheffields and, like I said, my brother and I were trained to be butlers very early on… I think, my father wanted to use every excuse to keep us close. Mr. Sheffield Senior soon realized that Maxwell and I were getting along splendidly and possibly even, that I had a positive influence on his son, I guess that's why he offered to pay for my education at Oxford."

"Wait, if you have a degree from that University, why are you working as a butler?" she asked.

"That is between me and the Sheffields. Besides, I didn't think you cared." He said, raising an eyebrow and taking the time to look at her.

C.C. instantly averted her eyes and drank some more wine, finding that no right reply was making it past her lips. She remained that way and didn't say another word until Niles asked: "How did you meet Sara?"

She frowned slightly before her face eased into a smile.

"Well, my parents had sent me to this country club for a couple of weeks during the summer time and Sara happened to be there as well. I found it a dreadful experience as most of the children had basically been dumped there by their parents who wanted to spend some time alone. I was especially miserable because my parents were already divorced by then and I knew that I wouldn't have that warm coming home feeling to look forward to and I think most of the other children sensed that. Sara, on the other hand, was just as unhappy to be there and so I managed to get her into all sorts of trouble."

Niles' chuckle brought her out of her reverie and she propped her head up on her right hand to study him. His blue eyes were sparkling and his "Continue" sounded so warm and gentle that she wanted to close her eyes.

"Well, I got her to come with me to the lake at night to smoke and she was always useful when it came to boys. You see, girls and boys were separated then because we weren't trusted but a lot of them managed to sneak over to see us girls, but before they could reach the main house Sara would stop them and tell them about me. She and I had found that old tree house and I used to hide up there and any boy who wanted a kiss had to solve three puzzles."

"Why didn't you just meet them the way Sara did?" Niles asked, turning around to face her while putting one hand in the gap between their legs, so close that C.C. could feel the heat radiating off him.

"Sara always found it easier to talk to them; I never knew how to approach them. That way I also found out who was really worth it, who considered me important enough to solve the puzzles. I was a hand full at that age, mother blamed it on growing up with my father…" she trailed off when she noticed that he was watching her intently. "What are you looking at?" she whispered nervously. Her breath hitched in her throat when she noticed his eyes roaming across her body, from the messy strands of hair that had found their way out of the pin, over her flesh that had become visible once the tie of her shirt had loosened slightly, to her feet that were nearly touching his.

"I think I can see young C.C." he said softly, a warm glint in his deep blue eyes.

Her heart seemed to beat too fast for her body to cope and she had trouble breathing regularly.

"We're nearly out of wine." She breathed, breaking the spell and scrambled to her feet to find another bottle.

They worked until very late and while Niles was going over their completed speech one last time, C.C. was falling asleep. It took him longer than usual to read it because his mind kept drifting off to the moment they had shared a little while ago. He couldn't forget that deer caught in the headlights look in her eyes and the way they nervously flickered up to meet his, before focusing on a spot on the wall again. She had been frightened and excited at the same time, god, if only he had done _something_… He stopped his musings when he heard the first quiet snore and a smile spread on his face when he realized that she was fast asleep. Setting the notepad down on the table he carefully got to his feet, trying not to wake her and reached for a blanket with which he could cover her. Having made sure she was warm enough he lightly touched his fingertips to her cheek before forcing himself to leave the penthouse. Everything inside him screamed to stay with her, savor the feeling of her body close to his, but the rational part of his brain told him that it wouldn't be wise, for if she woke up to find him asleep next to her, the insults were sure to be harsher than usual.

* * *

The next morning when he was preparing breakfast the image of her sleeping form still brought a smile to his face, that was until his employer entered the kitchen.

"I see you're still alive after writing that speech with Miss Babcock, old man." He said comradely, patting him on the back.

"Yes, Sir. It was the date that was much worse. I want to make something very clear here, I only did it because this is your first show and you need that actress, but I will never be used like that again." Niles said firmly and, ignoring Maxwell's attempt to answer, he added: "Breakfast will be ready in 10 minutes."


	6. Niles and the Baby

**Hiya!:) I'm afraid I've already got another update! This one is a little shorter than the last, but I thought it was about time I brought the first Sheffield child into this story. I had a lot of time to write yesterday, coz we spent half the day waiting around for ferries!;) I have now filled 5 pages of my little notebook with ideas and plans for the following chapters...oh dear...I keep adding more and more stuff in so that this keeps moving in small steps, which I hope you guys won't mind!Anyway, thank you so much for your reviews,I can't emphasise enough how happy they make me!I hope you'll enjoy this!**

**Disclaimer: I don't own any of the characters only a head that is buzzing with ideas of what to do with them!;)**

**Chapter 6: Niles and the Baby**

To Niles' surprise C.C. had given him a bit of a break after their speech writing session. He was certain that this wasn't noticeable for Maxwell, for they still weren't being particularly nice to each other, but he could feel that her insults weren't as hurtful anymore. Rather they had fallen into a routine of tossing zingers at each other, it was something that seemed to amuse C.C. as much as it amused him, he had noticed how her eyes lit up every time they sparred. Meanwhile the musical C.C. and Maxwell had produced was celebrating its premiere, opening to fairly good reviews. To make up for using him his employer had invited Niles along, who had enjoyed the evening tremendously. He had a hard time though not to stare at C.C. who looked especially stunning in a red, tight fitting dress. The show wasn't the worst he had ever seen and he reckoned that it would be alright for their first production, although Niles had to fight the urge to duck for cover whenever JC was near. C.C. seemed to find his behavior very funny, but it didn't go unnoticed by either, Niles nor Sara, that she kept glaring at the actress as if that would warn her to stay away from them.

* * *

The only fear Maxwell had had, that Sara's water would break at the opening night, proved unfounded. As a matter of fact it didn't happen for another week, which seemed surprising, seeing as Sara was already as big as a house. It was late at night and Niles was finally drifting off to sleep after a particularly strenuous day, when he heard some commotion in the house. Pausing to listen for a moment he flopped back down his stomach when nothing else happened. Then suddenly a couple of minutes later, his room door was flung open and a panic-stricken Maxwell barged inside.

"Water broke-" he managed to choke out "Taking Sara to the hospital, bring her bag, please!"

As the adrenalin pumped through his body, Niles jumped out of the bed. Doing a thousand things at once was something he was normally used to but which proved more difficult this time. He had just managed to put on his pants and was pulling a blue sweater over his head while simultaneously trying to run a comb through his hair. Then he hurriedly put on his shoes and ran into the Sheffields' room to grab the already packed bag, which Maxwell in his panic hadn't even noticed.

The scene that Niles was confronted with once he reached the hospital was much calmer than the interruption he had experienced at night. After having asked for directions twice he soon found Maxwell slumped on a chair, waiting.

"They're just preparing her for the delivery room." he said and Niles nodded, handing him the bag "I will go in with her, I think."

"Try your best not to faint, Sir." Niles commented dryly, taking a seat next to his employer.

They sat in silence, the only sound coming from Maxwell who was strumming his fingers against his thigh nervously until the nurse left Sara's room.

"You are the husband, aren't you?" and when Maxwell nodded, she said: "Follow me please."

Giving his friend an encouraging smile Niles finally managed to relax for the first time that night, until he remembered that he would have to call C.C. It had never been discussed but he had a feeling that C.C. wouldn't be happy to miss out and that Sara surely wanted her best friend to be there to meet the baby. Checking his wallet for some coins he walked down the corridor to the next pay phone. It rang several times before C.C. picked up.

"Yes?" she asked, sounding clearly disgruntled.

"Miss Babcock, it's Niles." he began but before he could say more she interrupted him.

"If this is some sort of a prank, I swear-"

"Oh please, Babcock. The world doesn't revolve around you. I'm using my last quarters to call you from the hospital, Sara is having the baby, I thought you might want to be informed."

"I'm coming." C.C. said and had already hung up when he muttered "Take your time".

She arrived at the hospital half an hour later, looking clearly rushed but otherwise flawless. Somehow it annoyed him that even at a time like this she seemed to care so much about her image, about perfection.

"How long has she been in?" she asked, sitting down next to him.

"Oh, for about an hour now." Niles stated checking his watch.

When he heard C.C. chuckle he looked up to see that her blue eyes were twinkling with mischief.

"Have you looked in the mirror at all?" she asked, pointing at his clothes.

His black pants were full of wrinkles and his white shirt was sticking out underneath his blue sweater.

"Sorry, not everyone makes a pact with the devil to look immaculate any time of day." he retorted to which she only shook her head, but the smile still lingered on her lips.

"So, are you ready to become a godfather?" she asked, taking off her coat to reveal a white, silky blouse.

"More than you'll ever be." he muttered, staring at his shoes.

"Hey, I was just making polite conversation." she said, crossing her arms in front of her chest.

"I apologise for noticing so late that you were being polite." he said ironically, getting to his feet "I'm going to get us some coffee, I get grumpy when I'm tired."

And with that he lightly winked at her and went down to the cafeteria. When he returned he immediately realized that his timing had been good, for C.C. was blinking several times in order to keep herself awake.

"Here, try this." he said softly, pushing the cup of coffee into her hand.

"Thanks." she said with a smile, taking a sip.

"What? No snide remark about me being used to fetching the coffee?" he asked grinning.

"At least your coffee is good, this is horrible. " she said and Niles playfully grabbed his heart

"Was that a compliment?"

"Don't get used to it Butler Boy!" she growled.

He had to turn away from her to hide the smile that was spreading on his face.

"This can't take much longer, can it?" she asked after a while.

He began to laugh at her naiveté but when he noticed that she was glaring at him he stopped. "Miss Babcock, when my brother's wife went into labor it took 16 hours before the baby was born!"

"16 hours?" C.C. exclaimed "There is no way I am ever having children."

"True, you would have to find a husband first." Niles said, grinning even broader.

"Watch it, Dust Buster. I'll let you know that I'm a very desirable woman who's gotten a lot of offers in her time." C.C. snapped good- naturedly.

At this Niles couldn't help but drink her all in. "I do have eyes, Miss Babcock." he said quietly and when he noticed that she was looking at him with confusion evident in her eyes, he added: "You're nearly a hundred; it's not surprising that someone might have shown interest."

She merely rolled her eyes but generally seemed to be coping better with his insults than his honesty.

"How old is your brother?" she suddenly asked.

"He's Maxwell's age, so four years younger than I am. He had his first kid when he was in his mid-twenties and the little girl when he was 30. But it was the boy who was the problem, if you want. It took 16 hours before he was born and the whole birth was a little complicated. But he's here now and he's a gorgeous little boy." Niles explained and his chest swelled with pride.

"I guess you know a lot about kids then." C.C. said who had to smile at Niles' behavior.

"Yes, you could say that. I've looked after them for quite some time…I think I'll never have any of my own and so it's very easy for me to shower them with affection."

"Yes, you seem like that sorta guy." C.C. said who's eyes were fluttering shut despite the coffee.

"Once you hold that little creature in your arms it's very hard not to, Miss Babcock." Niles said softly and when she didn't reply he turned around to look at her.

Leaning over to grab her coat from the chair next to her he gently tugged it around her shoulders, muttering quietly: "What is it about my presence that makes you fall asleep?"

* * *

It was about noon when Maxwell finally came to find them.

"I'm a daddy." he said, tears still glistening in his eyes.

"Congratulations Max." Niles said hugging his friend and ignoring their different stations.

"Thanks, old man. You can come and see her now, she's with Sara."

"Sure, I'll just wake up Miss Babcock." he said and grinned as Maxwell walked away, knowing for sure that the little girl had already wrapped her daddy around her little finger. "Hey, witch." he called softly, turning his attention back to the blonde still sleeping in the chair.

When she didn't stir he softly rested his hand on her shoulder and squeezed lightly, calling her again. Red lips curved into a smile before her light blue eyes found his.

"Are you ready to meet our godchild?" he asked, getting to his feet and extending a hand to her.

She tiredly rubbed her eyes and tried to fight off the drowsiness sleep brought along. Her cold, delicate hand rested in his warm one for a while and before he let go off her his thumb lightly brushed over her skin, leaving her to wonder if she had imagined it.

"Congratulations Mrs. Sheffield." Niles said once they had entered the room.

C.C. who had been standing behind him hurriedly rushed to Sara's side but at the last minute seemed to change her mind and came to a sudden standstill quite far away from the bed.

"Meet your godparents, Maggie." Sara whispered softly, still looking exhausted but was tenderly stroking her newborn child.

"She's beautiful." Niles complimented after he had stolen a peek while C.C. still stood frozen where she was.

"Would you like to hold her?" Sara asked and Niles eagerly nodded.

She carefully pushed herself up in bed while Niles leaned closer to take the baby into his arms. Every move seemed confident, as if he had done it a hundred times. He gently cradled the baby against his chest, while supporting her head and began to rhythmically bump her up and down to sooth her nervous crying. C.C. watched the smile on his face as he cooed over the baby and instantly felt an weird pulling in her heart.

"I'm your uncle Niles and I'm going to take good care of you, yes I will. And over here is your aunty C.C." and he met her eyes still smiling ecstatically.

She looked away again, a light blush creeping across her cheek at the familiarity he was creating. As he approached her with the baby she instinctively took a step backwards, shaking her head.

"Keep her, she's comfortable now…I'm not good with kids."

At her side Sara could feel Maxwell tensing at C.C.'s rejection of his newborn girl. She softly shook her head and squeezed his hand, signaling him to keep quiet.

* * *

To Sara's slight disappointment C.C. found excuses for not visiting her and Maggie in hospital. She knew her better than Maxwell and was aware that C.C. in no way disliked the baby, she only hoped that she would lose her fear soon.

A week after they had been dismissed from the hospital Maxwell took her out to celebrate their already passed wedding anniversary. She knew, of course, that it was thanks to Niles her husband had stopped working for one night and she was determined to make it up to him sometime. Although the evening was highly anticipated Sara found it hard to leave her baby behind for the first time.

"I promise I take care of her." Niles said for the umpteenth time and she managed a weak smile "If anything is wrong I'll handle it and I will call you. Now go, spend some time with your husband!"

After she had leaned down to kiss her baby goodbye they finally left the house and Niles picked up the bouncing chair and carried it into the kitchen.

"You're going to be a good girl tonight, yes Maggie?" he asked, waving at the baby before beginning to do some dishes "Mummy and Daddy will be back soon and till then I am going to give you your bottle and you can take a little nap."

After he was done with his task, he walked around the counter to gently brush his thumb over the baby's chubby cheek. Maggie produced a gurgling laugh that made him break into a smile as well.

"You look just like your mother." he whispered softly and then walked to the fridge to get some milk.

Sara had been producing so much that they had managed to fill some of it into bottles, but it looked like this time she had forgotten it in her room.

"Be good." he called to Maggie "I'll be back in a second."

It didn't take the baby long to realize, however, that it was all alone and so it began to cry which attracted C.C.'s attention who had just entered the house to drop off some contracts. Carelessly putting them down on a table in the living room she walked into the kitchen to see what was wrong with her godchild.

"Why are you crying?" she asked the baby almost as seriously, as if she was actually awaiting a reply.

Quickly scanning the room she realized that no-one was around and answered her own question by saying: "I see, you're all alone, I don't like that much either."

She leaned in closer until her blonde hair fell into her face, causing the baby to try and grab it. She gave a low chuckle when Maggie indeed managed to get hold of a strand and tugged at it.

"Hey, let go." she whispered softly and tried to loosen the baby's hold.

Once she had accomplished it , however, Maggie began to pout before starting to cry again.

"You are one demanding little girl." C.C. scolded and picked her up, holding her awkwardly while trying to sooth her just like Niles had done.

Almost as if on cue the butler emerged from the backstairs where he had been hiding and observing the entire thing.

"You have to be careful with her head." he corrected her gently.

Realising that she had been caught with the baby in her arms and doing it wrong as well, C.C. hurriedly tried to put Maggie back down without hurting her in the process.

"You just left her!" she said accusingly "I had no choice and I _really _don't like kids."

"Give it up, Babs, I saw you." he growled in a low voice "Besides, it was only a little mistake, easily done when you're not used to interacting with babies."

He could tell that C.C. was somehow determined that she would hurt the child, but instead of admitting it she simply put on a front.

"Come on, let me show you." he pleaded, walking over to the quietly fussing Maggie.

"I just came here to give Maxwell some contracts, I don't have time to play happy family with you." she said icily but Niles ignored her.

He picked up Maggie and walked towards C.C., noticing that with every step he took the fear in her eyes seemed to grow. He carefully thrust the child into C.C.'s arms and guided her hand to rest against the baby's neck, propping up the head. As he was certain that C.C. had everything under control, he began to rub Maggie's back in small circles, noticing that she was the only thing that separated his body from C.C.'s.

"See, all she needed was some reassuring contact." he said, getting lost in C.C:'s light blue eyes for a moment "Just keep her that way until I've got the bottle ready."


	7. BB Babcock's Visit

**As holiday number 1 is nearing its end I seem to find more and more time to write, hence this update!:) It's very hard for me not to get stuck in the fluff between Niles&CC but I will try and get the balance right,after all, there needs to be an explanation why they end up being the way we all know and love em from "The Nanny" ;) I'm heading back to London in 3 days so I don't know yet when the next update will be...if I've got tons of time on my hand I might just manage another one before it...but it's more likely that the next day one will be in 4-5 days. (the way it looks it's gonna be a much longer chapter than this one) In case anyone wants to know, I have now planned this story through till chapter 22 where it will probably end. Your reviews make my day so please keep it up!:D **

**Disclaimer: I don't own anyone or anything you recognise. **

**Chapter 7: B.B. Babcock's Visit**

From that moment onward they spent a lot of time watching the baby together. When C.C. had turned up for the first time while Maxwell and Sara were out, he had believed it to be a random occurrence, but then it had happened more often and he had decided not to question it, for he was certain if he did, she'd recoil immediately. He didn't flatter himself by thinking that she came to spend time alone with him, but he did know how fond she was of Maggie. The more often they watched the baby, the closer they grew to be and the harder it was for C.C. to get up and go back home. On one of those days she was simply incapable of tearing herself away, and so their secret was discovered when Maxwell and Sara returned home. While her husband believed the muttered excuses, Sara was pleased to find that her friend was struggling to speak, thus giving away that there was more to the situation than met the eye. Niles watched the blonde woman hurriedly retreat and even though he was sad to see her go, he still had to smile at the evening they had shared.

"_Hello, Hello!" she exclaimed the minute she breezed through the door, causing Niles to look up from changing Maggie's diapers "I know they are out, but I think I might have found a good script at last, I'll leave it on Maxwell's desk in the office." _

_He nodded and continued what he was doing. "There we are, all nice and clean again." he said, picking Maggie up to put her back into her bouncing chair. _

_"How pathetic, as if the girl is going to care." C.C. commented, reentering the room. _

_"Of course she does, babies do not like it when they've made a mess. Only because you're used to it-" _

_"Stop it, Bellboy." she warned. _

_"Just watch her while I throw this away and get her milk ready." _

_C.C. nodded, already taking off her jacket before sitting down on the couch, facing the baby. _

_"That man." she sighed, shaking her head while her fingers softly pushed down on the chair causing it to bounce slightly. _

_He returned a moment later with a bottle of warm milk in his hand. "Do you want to feed her or shall I?" he offered with a smile. _

_"You hold her, I can't afford to get baby spit all over me, this is an expensive blouse." _

_He rolled his eyes knowing very well that if it came down to it she really wouldn't mind that much. He carefully lifted Maggie out of her chair again and gently held her in his arms. C.C. took the bottle from him when she noticed that he was having difficulties juggling everything, giving him the chance to playfully tickle the baby's tummy. Maggie giggled happily and Niles closed his eyes with a sigh. _

_"I love the sound of baby laughter; it's so beautiful and sincere." _

_"Eugh, don't go all corny now, it's just a laugh." C.C. complained but even her eyes had softened. _

_She moved a little closer, leaning her arm against Niles' to lift the bottle to Maggie's lips. As the little girl happily began to suck on it Niles asked: _

_"Didn't you say you wanted me to feed her?" _

_"I said I didn't want to get baby spit all over me. I think it's time you should get your hearing checked, you're getting old!" _

_"Oh that's rich coming from an immortal." he replied. _

_After Maggie had had her bottle she was beginning to get a little sleepy and so Niles placed her in C.C.'s arms, as he always did, and covered her with a blanket. _

_"Sleep well, little girl." C.C. said, who looked ready to fall asleep herself. _

_Niles smiled to himself as he took her in, her blonde hair was tied back in a ponytail and she looked exhausted yet perfectly glowing. Even after the baby had fallen asleep C.C. didn't attempt to leave and so they sat in comfortable silence until the front door opened and Sara and Maxwell strolled in._

"Niles!" Sara's voice brought him back to reality and he shook his head, trying to focus again "Did you and C.C. have a good time?"

"Yes, it was alright. Although I wish she wouldn't just come by unannounced, perhaps we should hang up some garlic to stop her." he smirked and then headed for the stairs.

"Niles?"

"Yes Mrs. Sheffield?"

"Why don't you just tell her how you feel?"

"But I do! Every time I see her the insults just write themselves. Goodnight!"

* * *

One day a couple of months later it was a regular start to the week. C.C. had spent most of the morning with Maxwell discussing their options for a new show, somehow they just didn't manage to reach a consensus and with Andrew Lloyd Webber having produced "Cats" rather successfully it was vital they'd find a new musical as soon as possible.

Niles was in the kitchen clearing away the dishes from breakfast while mentally planning what he could make for dinner. He was kept company by Sara who was playing with little Maggie and holding her hand as she tried to sit up.

"I can't believe how fast she's growing." Niles commented, glancing over at mother and daughter.

"Tell me about it! It won't take long before she'll be a sulking teenager, worrying about boys and knowing Maxwell he'll be just as busy as he is now and will miss it all." Sara sighed, running a hand through Maggie's blonde curls.

"Mrs. Sheffield, it's not really my place to say anything," Niles began but when Sara merely raised an eyebrow as if to ask when this had ever stopped him, he continued "but he _is _working too much. Doesn't seem to please Babcock either…but then, I doubt there's any man who can accomplish that." He chuckled to himself as he imagined the look she would give him had she been there to hear it.

"You know, Niles, you keep mentioning Chas an awful lot for someone who claims not to like her."

Luckily he was spared an answer when the woman herself walked through the kitchen door.

"We're out of coffee _again._" she said testily, slamming her mug down on the counter.

"I'm assuming it's a full moon, so your kind needs all the caffeine they can get to make it through the day." Niles mocked while refilling her mug.

She picked it up again with a nod of thanks to him, turning around to Maggie who made her smile involuntarily.

"Why did you really come down here? For the coffee or to check if our godchild is alright?" he probed, knowing that he was approaching dangerous territory.

C.C. had made it clear to him several times that she didn't like it when he referred to Maggie as "their" godchild, because it sounded as if they shared something which was too close to the truth for her. So while Niles was purposefully pushing it, she was doing the same by simply calling Maggie "the girl".

"You know, Dust Buster, you are really beginning to bug me today." C.C. snapped but the tension in her body all but subsided when he said: "All in a day's work." accompanied by a wink.

Sara was eagerly following their exchange, her eyes narrowed as if to take in every small detail. So when the doorbell rang, she jumped to her feet.

"I'll get it." she called to Niles and rushed out.

Niles didn't comment this time when C.C. sat down at the table to play with Maggie. Instead he walked over to the fridge and began to take out a couple of ingredients. C.C. wasn't paying attention to what he was doing and only looked up when a plate landed in front of her.

"Are you trying to poison me?" she asked, suspiciously eyeing the sandwich he had made.

"Maybe." he tossed out easily "Eat it, I'm sure you'll like it, I put something special in there for you too."

Taking his last sentence as a threat she carefully picked it up, half expecting to see some bugs crawl out.

"I doubt there's anything coming from_ you_ that I'd like." she said, taking a first bite and having to suppress the urge to sigh as the fresh salad tickled her taste buds.

"Why don't you try me, Babs?" he growled.

"C.C.!" Sara said stone-faced, flinging open the kitchen door "I think you need to come out quickly."

"What is it?" she asked, her heart instantly beating faster as all the dreadful possibilities that might explain the look on Sara's face ran through her mind.

"Just come." Sara said again and practically pulled C.C. to her feet, causing her to drop the sandwich on the plate.

Nothing could have prepared her for the shock. There, on the living room sofa, sat her mother B.B. Babcock, nursing her usual Gin and Tonic. C.C. felt how all her muscles tensed at once, forcing her into the usual, arrogant Babcock posture.

"Mother." she said formally, the word feeling odd on her tongue.

"C.C., how wonderful to see you!" the woman said, not even getting up to greet her "I came to see how your career was going. Sara opened the door for me so I had some time to catch up with her."

"Couldn't you have called?" C.C. asked icily.

"Since when do I have to call when I want to see my daughter?" B.B. asked frowning confusedly.

A moment later Niles entered the scene via the dining room, carrying a crying Maggie in his arms.

"I'm sorry to interrupt, Mrs. Sheffield, but she wouldn't calm down, she probably needs her mommy or her aunty." he said, handing the baby over to Sara.

"Oh, you're the _butler_!" a cold voice suddenly exclaimed and he turned his attention to the woman sitting on the sofa.

She was in her mid-fifties, her grey hair tied into a firm bun and she had a face that was nearly wrinkle-free. And yet Niles couldn't help but think that she looked miserable and bitter, something that none of the Botox injections she clearly must have had, had managed to erase. Yet her blue eyes looked oddly familiar and with a start he realized the connection between her and C.C., though he hoped never to see the latter one's eyes so devoid of emotion.

"For a minute I thought he was your husband which would have been appalling considering how common he looks. Tell me, servant, why are you neglecting your duties of answering the door?"

Niles stood still, his mouth agape, wondering if a person like her could actually exist.

"Mrs. Sheffield offered to…" he muttered.

"Sara, dear, you've always been too nice. It is _his _job; _he _is getting paid for it." she said slowly as if he wouldn't understand her otherwise.

"Ma'am, I do believe I know what my job entails, I was properly trained." he muttered through gritted teeth.

"I'm sure you were." B.B. said patronizingly her now seemingly steel-grey eyes empty "But every servant forgets when he isn't guided by a firm hand."

Niles opened his mouth, a fitting retort forming in his mind when Maggie began to wail loudly.

"Shall I try and put her to bed?" he instead addressed Sara in a tone that barely concealed his anger.

"No, try C.C. It's always worked so well when you two were handling her."

Niles nodded and picked the baby up and was just about to hand it to C.C. when her mother spoke up again.

"Sara dear, what exactly do you _mean _by that?"

She was beginning to fidget nervously, as any normal human being would have done when confronted by a demanding Babcock.

"You see, Niles and your daughter are Maggie's godparents, so they have looked after her a couple of times."

C.C. was softly shaking her head, which didn't go unnoticed by Niles who almost forcefully shoved Maggie into her arms. He had known that she wasn't thrilled with her mother, but never in a million years had he expected her to behave like that. C.C. seemed frozen to the spot, utterly rigid and either not willing, or not able, to defend her friend and her actions. B.B. glanced over at her daughter who stood perfectly still, her finger stroking the child's hand mechanically and then to the butler who stood so close to her that his shoulder was touching hers.

"I very much doubt that, dear. Chastity knows better than to converse with domestics." she said, her eyes boring into her daughter's, forcing her to say something.

"Of course I didn't, mother. He wasn't watching the girl properly, so I had to step in, he had just entered the room again when Sara and Maxwell came home. He was probably trying to save his hide and made up this story." C.C. produced in a monotone voice, lowering her head.

She heard Niles' sharp intake of breath, before the warmth of his body left hers as he stepped back.

"Chas, what are you saying?" Sara demanded, fury obvious in the usually so calm blue eyes.

"I'm afraid she's right, Mrs. Sheffield." Niles said stiffly "Every word she said… why would a Babcock even look at a servant? If you will excuse me now, it's time I start preparing dinner, wouldn't want Mrs. Babcock to ever mistrust the quality of my training again."

And with a mocking bow he inclined his head and strode back into the kitchen.

"That domestic of yours speaks much too freely, Sara." B.B. pointed out but Sara ignored her this time.

"Chas, you need to go after him." she pleaded with the blonde woman.

"Never." C.C. said icily and Sara walked up to her, looking as if she was ready to slap her.

"For once swallow your ridiculous Babcock pride! Why are you listening to the clichés your mother is filling your head with? You know as well as I do that she's only so bitter because of all her love affairs with ser-"

"Sara darling!" Maxwell interrupted, entering the room with a huge smile of someone who didn't know what he had just walked into "I heard raised voices, is everything alright?"

"You must be the famous Maxwell Sheffield." B.B. exclaimed, suddenly as soft as a kitten "I'm Chastity's mother, delighted to meet you."

Maxwell shook her hand while confusedly looking from his wife to C.C.

"I can't tell you how grateful I am that you have taken her in. When Chastity told us about this…fantasy of hers to live on her own and earn her own money, well, we were just plain confused, I mean…she _is _a Babcock, the only thing she really needs to worry about is finding a husband." And she let out a shrill, phony laugh.

"Oh, it was no trouble at all. She's really good, as a matter of fact I'm thinking about changing the name to Sheffield-Babcock productions." Maxwell said who was slowly catching on that something wasn't right.

"That would include a raise in her salary naturally?" B.B. questioned, suddenly all businesswoman again.

"Yes, well…" Maxwell stammered "Why don't we continue this tonight over dinner?"

"I'm afraid C.C. and her mother already made other arrangements." Sara chimed in "As a matter of fact they should get going now, otherwise they will be late."

And she took Maggie out of C.C.'s arms, leaving her husband to see them out while she headed into the kitchen to join Niles. She found him standing there with his back leaned against the counter, staring at the table, arms crossed in front of his chest.

"My apologies, she shouldn't have treated you like that." Sara said quietly, putting Maggie back into the bouncing chair "It's all her mother's doing, I mean; you've just witnessed it yourself."

"Excuse me Mrs. Sheffield," Niles said formally "I do not wish to discuss this. Miss Babcock was right, I have been overstepping the line, but from now on I will remember my place."

And he picked up the plate with the half-eaten sandwich and threw it into the trash.


	8. A Family Vacation

**Yes,yes, I know what I said...just feel free to ignore me from now on. I had a lot of time and wrote 3 A4 pages on one day and then finished it off today on the ferry over to Vancouver. I really hope you'll enjoy this and I'll update again once I get the chance to in Oxford. Flying back tomorrow and I'm already nervous but on the bright side I am going to see David Hyde Pierce live the day after tomorrow!:) I'm excited, with "Frasier" being my favourite sitcom and I do love Niles (must have to do with the name ;) ) Before I forget it... this chapter wouldn't have happened without the idea that NilesLover101 gave me, so thank you very much and this chapter is for you!:) Read and review please,it makes me incredibly happy!:D**

**Disclaimer: I own nothing, but I keep grinning at the Bellboys in the hotel we're staying at!^^**

**Chapter 8:A Family Vacation**

B.B. Babcock's visit changed everything, not just the entire dynamic between C.C. and Niles, but also the relationship she had with Sara. C.C. wasn't the same anymore once her mother was gone, as if the visit had reinforced old rules she had once learned. Now she was constantly on edge, causing even Maxwell to fall out with her occasionally, but more than that she was distanced and unreachable. She clad herself in fine outfits by Dolce& Gabbana, as if they would provide her with the warmth she so desperately craved. Instead of lingering long enough to stay for dinner, she rushed out of the house as soon as she could, usually to meet some acquaintances of the social circle she now moved in. Niles was giving her the silent treatment, and Sara could see how it was affecting C.C. At times she even swore that her friend was phrasing a sentence in a particular way to encourage him to engage her in the banter they had once shared, but Niles didn't budge. Instead he focused all his attention and his love on Maggie, who would grow up to remember this but not the godmother who had once looked after her as well. As the years moved on some of the wounds healed, at least between Sara and C.C., although the old trust was gone.

By the time Maggie turned eight, she already had a brother aged four, named Brighton. Sara was just pregnant with her third child when she decided it was time for a holiday. It was easier said than done though because Maxwell was still just as busy working and her and Brighton had different ideas of the sort of vacation they wanted. Finally settling for a compromise they decided to go rent a log house in Jasper, Canada. It offered enough outdoor possibilities to keep her son and husband busy and if she wanted to, she could enjoy a spa at the city centre. Niles had quickly been convinced to come along, even though this wasn't a selfless act- the family was so large that they needed the help of a butler. The hardest task, however, was persuading C.C. to come as well. Sara was certain that it would be good for them to rekindle their friendship far away from anyone they'd know, but she had no idea how to get her to agree when having to admit that Niles would be there too. Eventually it was Maxwell who helped her by suggesting to C.C. that she could enjoy a holiday and they could still get some work done.

On 7th July it was finally time, two yellow cabs were parked in front of the Sheffield residence, the impatient drivers strumming their fingers against the stirring wheel as the Sheffields as well as Niles and C.C. were coming out of the house, suitcases and bags in their hands. They were driven to JFK Airport to take a private jet Maxwell had hired to Vancouver. Comfortably spread out on a seat behind C.C. and Sara, Niles couldn't resist the urge of the first jibe after a very long time.

"Maybe we should've brought a nappy along for Miss Babcock." he said, knowing very well that they could hear him "You know, the way she tends to act like a baby on a plane."

C.C., who was white as a sheet again, just kept looking out of the window but a little while later Sara caught her smiling to herself.

"What are you thinking about?" she tried curiously.

"Oh nothing, I just remembered something that I had almost forgotten."

Sara nodded and squeezed her hand, gaining hope from C.C.'s reaction. That hope was soon dashed, however, when C.C. kept trying to talk Maxwell into going over some contracts but he kept declining because Brighton constantly occupied him.

"Maxwell, you know very well that I agreed to come along because you said we would discuss business and now you're here playing with the children-"

"C.C., it's a holiday." Sara pressed gently "He spends so little time with them as it is."

"Yes, unlike you we don't constantly focus on our career." Niles added.

"Well, if I had _your_ job I wouldn't even call it a career." C.C. said sharply, bringing out the hurt again in Niles' eyes that had slowly faded over the years.

Sara closed her eyes, praying for patience, the two of them were more exhausting than her kids. She just hoped that they would stop hurting each other and just fess up to their feelings. She was almost certain that there had been a time where Niles had been very close to admitting it and that it was mostly up to C.C. to look past the stereotypes she had been brought up with.

The landing in Vancouver was a spectacular one for they had a beautiful view of the coast and the mountains in the distance. Maggie was sitting next to Niles who was pointing everything out to her, always accompanied by a funny story.

"You know, they've got dolphins here, maybe if you look really closely you can see one jumping out of the water."

She leaned so close to the side of the plane that her nose was touching the window. "I can't see any, Niles." she whined.

"Ah Miss Margaret, dolphins are very sensitive animals, they probably know that Miss Babcock is coming and are scared of her inhuman powers."

Maggie giggled and even Sara smiled, she looked over to her friend to see how she had taken the butler's joke. C.C. looked a bit as if she had a toothache, a smile was tugging at the corner of the mouth but she was doing her best not to say anything.

"Chas, it used to be so easy for the two of you." Sara said quietly, giving C.C.'s knee a squeeze, but she simply shook her head and remained silent.

On the way to the luggage conveyor belt they passed a number of totems.

"Eugh, boring art." Brighton complained.

"This isn't just art, son, these totems tell stories and legends." Maxwell corrected gently.

"Yes, there is even one of Miss Babcock." Niles chimed in "It's a totem showing a woman with a basket and legend says that she used that to steal away young children and then she ate them."

Brighton's eyes widened, before he breathed: "Cool!"

C.C. turned around to face Niles, hands on her hips, but Niles who wore a smug grin merely shrugged and continued walking. Once their entire luggage was collected they walked across the street to the car rentals company and half an hour later they stood in front of two white Toyotas.

"I wanna drive with dad!" Brighton exclaimed, followed by Maggie's happy "Me too! Me too!"

"Of course." Sara said with a content smile "That leaves me and C.C. to drive with you, Niles."

"Can't I be in Maxwell's car?" C.C. asked.

"But daaad, I don't want her to." Brighton complained.

"Smart boy." Niles commented and held the car door open for Sara.

They drove for the remainder of the day, reaching Jasper late at night. Maxwell took Brighton in his arms and carried him inside, while Sara was busy waking up a sleeping Maggie.

"Are you going to let C.C. know we're here?" she asked and thought nothing of Niles' overly innocent "Of course!"

When Sara was out of sight he bent to pick up some old, wilted grass that was partly wrapped in cobwebs. But the malicious glint in his eyes disappeared for a second, when he sat back down in the car, alone with C.C. for the first time since their fall-out. She had aged, naturally, he was comparing the C.C of then to the C.C. of now, seven years later, but he found it quite becoming. Even in her late twenties she had been a looker, but now that she was in her mid-thirties she seemed to fit more into her personality, he couldn't explain it better than that. She was wearing her hair short now, which only served to highlight the sharpness of her character, in a way he missed her long, blonde hair because it had made her seem so soft. A tired sigh left his lips when he realized that not even in sleep she looked peaceful, but rather full of sorrow and bitterness. It was literally edged into her beautiful face and it shook him because he knew that once there had been the possibility of gaining her trust, of softly stealing his way into her heart, but now…

He went into panic mode when her eyelids began to flutter slightly, he'd never hear the end of it if she caught him watching her. So instead he placed a handful of grass on the crown of her head, extracting one blade with which he began to tickle the area underneath her nose. C.C.'s eyes flew open before a mighty sneeze erupted from her, causing the grass to fly all over her.

"That was your waking call, Ma'am, your coffin is waiting." he said grinning at her and slammed the door shut before her "NIIILES!" could wake up the neighborhood.

He was a number of steps ahead of her and had already dropped his bag on the bed in his room, when she finally entered the house.

"I cannot believe you did this." she yelled.

"Hush, C.C., you are going to wake up the kids." Sara pleaded, wondering what had happened.

"Mrs. Sheffield, Sir, if you don't need me, I will retire now."

And he left the room, letting out a low chuckle, when he heard Maxwell say "Um…C.C., there is something in your hair."

* * *

Sara found him the next morning as he was preparing breakfast. Niles was already treating the kitchen as if he was as familiar with it as he was with the one at their Park Avenue residence. He wore a pair of black pants, combined with a blue t-shirt and he seemed extraordinarily happy as he softly sang along to the tune that was playing on the radio while breaking some eggs into the pan.

"I hate to dampen your good mood, Niles." she said as he turned around to greet her with a smile "But you do know that you won't win her heart by playing these pranks on her."

"It's not about that." he replied, his expression sobering immediately.

"Of course not," she sighed, sitting down at the table "you are simply doing it because you enjoy seeing her miserable."

"Possibly." he said with a shrug as Maxwell entered the kitchen.

"Why are young kids always up so early?" he asked stretching, before sitting down next to his wife, placing a small kiss on her lips.

"I think it's ideal, Sir. You could have breakfast earlier than everyone else and take Brighton out fishing. If Miss Margaret isn't awake yet she could spend some time with Mrs. Sheffield and Miss Babcock at the spa later on."

"And what are you going to do, old man?"

"Oh, I'll think of something, Sir." he said, grinning broadly when he caught Sara's eyes who knew very well that he wanted some time on his own.

His plan was beginning to work up to the point when Sara and Maggie decided to leave for the spa without C.C. who still hadn't emerged from her bedroom. Niles cursed slightly under his breath, knowing that he couldn't really go anywhere until he had served C.C. some breakfast, so instead he sat out on the veranda, reading a newspaper article. When he heard footsteps approaching, he said, without looking up:

"You missed the trip to the beauty spa and god knows you would need it."

"Beauty spa?" her deep, rich voice sounded confused "I thought this was supposed to be a holiday in the mountains."

And when he turned around he saw that she was wearing a pair of beige shorts, a red v-neck top and hiking boots.

"What are you smirking about, Butler Boy?" she asked provocatively.

He chuckled and shook his head, saying quietly as he walked past her: "You surprise me, Babcock."

She followed him into the kitchen and watched him prepare breakfast for a while. The age difference between them was becoming more pronounced as the years progressed and he was looking a little chubbier than when they first had met.

"What would your Gucci friends say if they saw you now?" Niles said, placing a plate with pancakes in front of her.

She looked off into the distance, muttering: "I'm growing tired of people asking me that."

"Are you sure that's the only thing you're getting tired of?" he questioned, leaning closer to her.

For a moment her sky-blue eyes swept across his face, but the answer she knew he was hoping for wouldn't make it past her lips.

"Enjoy your breakfast." he said and exited, fleeing as far as he could from her because she was doing it again, drawing him back in although he had sworn to move on.

He was having conflicting thoughts all day long, his repressed feelings suddenly resurfacing at once when he had gotten a glimpse again of the C.C. he remembered meeting on the plane. The tough young woman who was proud of her family, but certain of her abilities to make it on her own and become more than just a secretary. He waded into the water of the river that ran just outside their log house, until he stood in it knee-deep. He didn't know how long he had been standing there like this when he suddenly caught sight of her at the other side of the river. She simply stood and looked at him and when she noticed that he was looking back she smiled. It was a weird moment, a gesture he hadn't expected at that point but he felt his lips involuntarily curve into a lopsided grin. He had no idea how long she had been watching him, but just the fact that she had made his heart pound faster.

Acting on a whim he raised his hand, signaling her to wait while he disappeared into the house. Hurriedly he grabbed a basket and put some fruit as well as a bottle of apple juice into it. Then he buttered some toasts and took a lump of cheese from the fridge to add it to the basket. Finally he just took some cutlery and a couple of serviettes and he was off in the direction of the bridge that crossed the river. To his disappointment C.C. Babcock wasn't there anymore, he sighed, already cursing himself for his foolishness when somebody called his name.

"Hey, Butler Boy!"

He looked up and around until he spotted her sitting in a tree house, legs dangling over the edge. He knew that this used to be a family camping area, so he wasn't surprised to find a tree house, but her sitting there casually talking to him was, indeed, confusing.

"What were you doing staring at me the across the river, Babs?" he asked, putting the basket down.

"Just wondering if you had gotten cold feet." she replied, the glint in her eyes telling him that there was more meaning than one "And what have you got in that basket that you so dismally are trying to hide?"

"I prepared some food." he answered truthfully.

"Well, then you better bring it up." she said loftily, rising to her feet "Because there is no way I'm coming down."

"Yes, you getting off your high horse would indeed be a miracle." he muttered but when he saw her glaring at him, he decided not to destroy the moment and instead asked, a boyish grin playing on his lips: "I can come up just like that? Aren't you going to give me three puzzles to solve first?"

She frowned until she remembered the conversation they had had a long time ago and she burst out laughing.

"You can't be serious!"

"Well, Babs, naturally I could climb up without but that would be admitting that I am the perfect man for you." he teased with a knowing smile.

"This is ridiculous," she sighed "I would never even consider-"

"Just give me the puzzle, Babcock." he growled, placing his right foot on the ladder.

She contemplated the situation for a moment, it was childish and she didn't really know why she was allowing him to put her in such a position. All she knew was that she found it quite exhilarating, the fact that she was in control, that she could just give him a puzzle she knew he wouldn't be able to solve if she wanted to. It was also something she shouldn't really be doing with a domestic; after all it would make it seem as if she was actually considering it. Maybe it was the forbidden aspect of it all, the fact that this was a game and didn't reek of important, life changing decisions.

"Alright, Butler Boy. You will have solved the first puzzle if you can tell me what C.C. stands for."

He gave her a cocky smile and began to climb the ladder. When he reached the top she was lying on her stomach, her face inches away from his own.

"You better hand me that basket and then disappear. You know the rules, you aren't allowed up here until you've solved all three puzzles."

He took a deep breath, taking in her heavenly scent, and lifted up the basket with his left hand, putting it down next to her.

"Just you wait, Babcock, just you wait." he said in a low voice, before he climbed back down.

C.C. was the last one to return to the house when everybody except Niles and Maxwell had gone to bed. It was already dark outside and they were sitting on the veranda the only light source coming from a flashlight that had been positioned on the ground.

"Ah, it's Frankenstein's monster!" Niles exclaimed as the light extorted her facial features.

"Can it, Bellboy. The light doesn't flatter you either, I can see each and every one of your wrinkles." And she made a disgusted face.

"I was just telling Niles about my first fishing experience with Brighton, it was lovely really, except for the fact that he constantly needed to be kept busy." Maxwell said as C.C. walked around the table to stand between both men.

"Yes, kids that age never shut up." she agreed with a nod.

There was a moment of silence until C.C. let out a yelp of pain.

"What are you doing?" she hissed, glaring at Niles.

He had noticed a number of cuts on her leg and had bent down to touch them.

"Did you have a run-in with a bear?" he asked, trying to cover up his instinctive reaction to feel her skin and assess the damage.

"No," she snapped "I left the main path and had a little problem finding it again…"

He grinned as he got to his feet. "What a shame that you _did _make it back in the end."

* * *

C.C. refused to go to a spa the next day as well. Instead she took one of the cars and drove to Maligne lake where she went kayaking with a guide. Niles had to admit that he was beginning to love that adventurous side of her, having half-expected that she would stalk through the woods in her high-heels she usually wore in New York. But she had surprised him and he wondered why she found it so easy to adapt to a different environment.

He went out hiking through a beautiful meadow until his arms were getting sun burnt and he decided that it was time to head back, if he wanted to have a cold shower before preparing dinner. He made a number of salads as well as a kind of help yourself buffet consisting of cold and warm dishes. When C.C. returned she seemed to be in a foul mood for no evident reason. She didn't greet anyone and just put some food on her plate, beginning to eat before anyone else had started. When she had finished she dropped her cutlery with a loud clank and turned to Maxwell.

"When you're done, we seriously need to start working."

"Not tonight," Brighton said stubbornly "he promised us we'd have a game night."

"Then your father will have to over think his priorities."

Maxwell shot her an angry look before he focused his attention on his son. "Listen, Brighton," he began and that was all it took.

The boy angrily jumped out of his chair, yelling: "I hate her! Why do you even listen to her? It's her fault you're never spending time with mum!" and he ran from the room.

"Talk to him." Sara said as C.C. got to her feet to leave the log house.

Once Maxwell was gone she slowly stood up and was headed for the door.

"Mrs. Sheffield, I'll talk to her. I can't let you out late at night, think about your baby."

Niles gently said and walked past her and out of the door. He knew that he didn't owe C.C. anything, that maybe she had even deserved some of Brighton's words but he didn't like the thought of a distraught woman fleeing and possibly even getting lost in the woods. He saw her white top and hurried up as she was disappearing behind the trees.

"Miss Babcock!" he shouted but she never stopped.

He finally caught up with her as she was heading up a steep hill to a look out.

"Would you just stop and listen?" he asked, placing a hand on her shoulders but she shrugged it off and continued walking until she had reached the wooden house of the lookout.

"Chastity Claire Babcock, you infuriating woman will you swallow your pride and listen to me?" he finally shouted, pressing a hand to his chest as his lungs were aching due to lack of oxygen.

At this she whirled around to face him. "You know my name." she stated evenly and he smiled.

"Of course, that's what you asked me to find out, wasn't it?" he said flopping down on one of the chairs.

"Yes, but I never expected you to do it."

"Please, Babs, stop lying to yourself. That was the easiest puzzle you could've given me. I mean, Mrs. Sheffield always calls you "Chas", so there was a hint, plus your mother called you Chastity, and as much as I wished I had missed that particular moment, at least it meant that I got to know your first name. Claire…well, lets just say I had a little research to do but with Mrs. Sheffield as my source I now also know that it was your grandmother's name."

"You realize, of course, that now I am going to have to kill you." she said keeping a straight face, although he laughed.

"Yes well, I am willing to take that risk." And he patted the chair next to his "Have a seat, you still haven't calmed down again."

She sighed and reluctantly took it, drawing her legs up to her chest.

"What's it to you?" she snapped.

"Because I like that I could theoretically use all of this against you, but I won't." he shrugged.

"Why?" she questioned suspiciously.

He fixed her with his eyes for a moment, forcing her to look down but she wouldn't budge.

"Because I might just be the butler, but it's enough to know that even a Babcock might need a break once in a while."


	9. Christmas Gifts

****

Hi guys!:) So I had a wonderful flight and an even better time seeing David Hyde Pierce!;) But now on to the story, it's still on the fluffy side but it'll all stop with the next chapter, so I hope you'll take your time and enjoy this!:p And before you kill me, no, nothing's gonna happen between him and Katherine...and yes,Katherine is THE Katherine that was mentioned in one of the episodes by Maxwell oh...and Niles Anyway, I hope you'll enjoy this and I'll have the next chapter ready within the next 3-5 days!;)

Disclaimer: I don't own anything, only owe a big thank you to all of who are reading this!:p

********

Chapter 9: Christmas Gifts

After Sara had had her third child, little Grace, Christmas time was rapidly approaching. The kids were incredibly excited, so much so that even Maxwell got caught up in the Christmas spirit. Sara was sitting on the armrest of his chair, tenderly stroking his cheek while whispering: "I told you you would love Christmas once we have our own big family."

He nodded and gave her a small smile: "I know and I won't make the mistakes of my father. Christmas is all about us."

C.C. stood in the doorway watching the scene with her arms crossed in front of her chest when Niles breezed in through the front door. His blonde hair was disheveled and slightly wet and the black coat he wore was full of white spots where snowflakes had landed. To her surprise though he smiled genuinely for the first time in weeks.

"You look happy, old man." Maxwell said who had turned to look when he heard the door close.

"Just been Christmas shopping." he replied innocently with a light shrug of his shoulders.

C.C. still hadn't been noticed by anyone and so she could observe, in peace, how Sara gracefully got to her feet and moved over to him to take some of his bags and whisper something into his ear. She felt a sensation in the pit of her stomach again but reasoned that it was simply because she didn't like it when secrets were kept from her.

"Did you get what I asked you to?" Maxwell asked and Niles nodded.

"I will just put it away, Sir."

And he marched past the sofa, his eyes finally landing on C.C.

"Did your owner tell you to go fetch again, Niles?" she mocked once he was level with her.

As a response he simply shook his head quite roughly, so that some of the water hit her body. When he registered the look of utter shock on her face, he grinned:

"You asked for it."

C.C. rolled her eyes but followed him into the office. He didn't make any attempt to address her again as he walked around the desk to stow something away in one of the drawers. She, in the meantime, had positioned herself on the green loveseat.

"What's gotten you in such a good mood, Bellboy?" she asked, as if it was the worst thing that could've possibly happened.

"Why would I tell you?" he asked in return without looking up.

She conceded with a sigh and said: "Well, you were miserable all these weeks because you couldn't go home to see your parents, what has changed now, you are not going, are you?"

"Sorry, Babs, you're not getting rid of me that easily."

And he walked back around the desk , this time on his way out, but stopped when he noticed that she still hadn't cheered up.

"Do you really enjoy it that much to see my unhappy?"

She looked up at the butler who was now leaning against the desk, eyeing her closely.

"Yes." she said with a big grin "But truth be told I kind of enjoyed that we were miserable together."

This wasn't what he had expected and his eyes widened at her confession.

"Care to tell me why _you_ are so miserable? I mean besides the fact that you have no love life and your career doesn't look too great either, nothing's new, right?"

She produced a low growl and jumped to her feet.

"Now you can just forget it and to think I would've told you." she snapped, stabbing her finger against his chest.

But before she could whirl around he grabbed hold of her wrist and pulled her closer again.

"What's going on?" he asked a second time.

"I have to spend Christmas with my mother, unlike you I haven't the perfect home." she hissed angrily.

"Don't you mean that you _have_ the perfect home and that's where the problem is?" he asked but changed his tone once he saw her face "Why don't you just stay here and spend Christmas with us?" he asked softly, loosening his grip on her only to find that she didn't walk away.

Her blue eyes were locked with his as if she was trying to assess the sincerity of his proposal.

"We could be bitter together." he added, a lopsided grin appearing on his face.

"I'll think about it." she said more harshly than intended, but her eyes gave away how relieved she was.

He nodded, deciding that it was good enough for him, seeing as this was probably as close to an agreement as they'd get.

* * *

Although C.C. was touched by the butler's idea she put it off for as long as she possibly could to talk to her mother. Then, one day, the telephone rang, reminding her of the inevitable.

"Chastity, this is your mother."

C.C. stiffened immediately, as if the woman was actually in the room with her.

"Hello mother." she simply said.

"I just called to confirm the time you'll be arriving."

"Yes, about that. I think I will be spending Christmas here in New York." she tried carefully.

"Don't be absurd, Chastity." her mother laughed "Of course you're spending Christmas here, your sister is coming as well, the Hampton's son is attending…"

"With all due respect, _mother_, I don't care. I think I'm old enough to-"

"Chastity Babcock! Enough with this ridiculous behavior! Who put such thoughts into your head?"

Her mind was racing as the butler's name was already forming on her lips.

"Maxwell invited me." she ended up saying.

"Of course he did, he probably just felt sorry for you. Alone at Christmas without a husband or a family."

She felt tears of anger burning in her eyes as her mother's voice trailed off, it was always the same, and she couldn't very well argue the point without giving away that Niles had invited her.

"I will be there in the afternoon, mother." she quietly said and hung up.

Going to her mother's at Christmas was a thing she dreaded every year. It was usually celebrated somewhere on an exotic Island, where one would wear the latest fashion and show off one's trained body. It was like a dog show, where only the best breed won the prize. All she really wanted, which became especially pronounced at Christmas time, was some warmth and love. Sitting in front of a fire place, drinking eggnog while watching the snowflakes dance outside in the storm. She shook her head to clear it off the image that had been building up, that stupid butler was never leaving her alone now. She sighed, knowing that this year, like every other year, she'd be Chastity Babcock and just as one of her names, a vital part would be missing. As long as she could remember she'd always been Chastity to her mother, even before her parents had divorced. C.C. mused that this was because her mother did not appreciate Claire's behavior. Niles had been correct when he had stated that she had been named Claire after her grandmother, however, it was her father's mother, not her mother's. Claire had lived in the countryside and had never behaved as a proper Babcock would. She had been headstrong and beautiful, but with her own ideas that had angered many of her family members and had thus turned her into an outcast. As a child C.C. had had a fierce admiration for the woman and had loved nothing more than to spend some time with her. It was there that she had learned to adapt to the outdoors, how to bake cookies and how to be free. Now, as the years moved on, she felt that she was losing what she once had had. As if she was reaching out but her hands weren't quite able to grasp what had once been. She knew that it was her mother's doing that she didn't see her grandma once her training to become a lady had begun. She clearly viewed Claire as a bad influence on her daughter… C.C. sighed, just to be like that again…

* * *

Christmas day was rapidly approaching and he still hadn't heard from C.C. if she would join them or not. One part was telling him that he shouldn't have expected anything else but there was a different part that reminded him of the look in her eyes, the hidden gratitude of her tone. He had just finished decorating the tree when C.C. strode past him, approaching the door.

"Merry Christmas, Benson. I will see you in the new year."

He slowly walked down the stairs, asking: "What do you mean? I thought you were going to spend Christmas here?"

The sadness in his tone made her turn, finding his deep blue orbs.

"Niles-" she began, trying to find a way to tell him that she had really wanted to stay.

"What? Aren't we good enough for you? You Babcocks are even more arrogant than I thought." he tossed out, trying to hide his disappointment.

She snapped her mouth shut, replying: "Well, you weren't honestly thinking I'd be spending Christmas with _you_."

It was in that moment that Niles realized his mistake, that he had done _her_ wrong and that it was now her who was protecting herself. Steadily holding her gaze, he softly asked:

"Will you wait a moment for me?" She was just opening her mouth to repute when Niles added: "Please, Miss Babcock."

She nodded and waved her hand in resignation and watched as he disappeared up the stairs. He returned a moment later looking clearly flushed and she was curious to detect an air of nervousness around him.

"Well, I thought I had time to think about what I was going to say, but seeing as you won't be around for Christmas.."

"Just spit it out, I don't have all day." she said, though this time it had nothing to do with annoyance but rather with the suspense that was building up inside her.

To her surprise he gently took her hands into his.

"Merry Christmas, witch."

And her eyes widened when she felt something cool and small pressing against her skin. Once Niles had let go of her she looked at her palm to find a silver necklace lying there with a broom as its charm. She gingerly ran her thumb over it, feeling the edges and its smooth surface. Noticing that she looked somewhat flustered and caught off guard by his present, he quipped: "Just like you it's small, spiky and a complete pain in the butt."

She finally laughed at this and the fire returned to her eyes.

"Hate you." she replied almost tenderly.

"Hate you more." he said easily, not knowing that every year at Christmas they'd be saying the same words.

* * *

C.C. was having a dreadful time spending Christmas with her mother. This year it was on Barbados and she wasn't certain if it was worse because she had been given a different option or if it had always been this bad.

Seeing that her mother was engaged in a conversation with the cook, she hurriedly snuck out via the terrace. When she reached the beach she took off her shoes to feel the sand underneath her feet. She came to a halt on a spot where the water had already drenched the sand, trying to acclimatize to the cool of it. Nonetheless when the first wave washed over her feet she flinched slightly because of the stark contrast between the water temperature and the general weather. She stood like this for a very long time, just enjoying the peace far away from the hectic Christmas preparations, until the water had become simply refreshing. She watched the steady rhythm of the waves licking the shore, allowed it to calm her up to the point where she wanted to close her eyes.

"C.C.!" somebody called but she decided to ignore it, already aware who the voice belonged to.

The person, however, didn't take the hint and placed a hand on her shoulder, calling her again.

"Michael, how lovely to see you." she lied through her teeth without looking at him.

"I'm so glad I found you, I have seen you hardly at all, one would think you were avoiding me." he let out a laugh that suggested that he clearly thought this impossible.

She already had a fitting retort ready when she remembered that this wasn't Niles and that her energy and wit would probably be wasted on this man. Furthermore, this was Michael Hampton, she'd never hear the end of it if she dared to offend him.

"Of course not Michael, don't be silly." she said with a fake smile.

"Wonderful, well now that we're here, would you accompany me for a walk on this beautiful beach?"

C.C. sighed, quickly choosing between two evils.

"I'd love to but it's already so late, mother will be furious if I keep her waiting."

"I understand completely, though I'm certain she wouldn't mind if I'd walk you home."

She couldn't shake him for the remainder of the day and , of course, he was present at the Christmas dinner her mother had organized. So she sat wedged between her sister who showed off her wedding ring and told anyone who would listen about her recent engagement and Michael, who tried desperately to flirt with her. Several times she found herself reaching for the silver necklace whose charm was resting above her heart. She had selected an appropriate length so that her mother would not notice it and ask questions. Yet the cool metal against her skin was much more soothing than she liked to admit, as well as a reminder that Niles cared enough to give her something. She had felt bad, knowing that she didn't have anything for him and suddenly an idea struck her. She quickly excused herself from the table to go into the kitchen where she dialed a number of an old acquaintance.

"Jim, this is C.C. Babcock, I'm so sorry if I'm interrupting, but I have a favour to ask of you. There is something I need you to make…"

* * *

Niles wasn't exactly having a better time, although he tried his best to hide it from Maxwell and Sara who were perfectly happy to have him there. It was late at night and he was just clearing away the dishes from the Christmas dinner that had taken longer than he had thought, when somebody knocked on the door. He squinted trying to make who the figure in the dark was but eventually gave up and carefully opened the door.

"Merry Christmas, Niles." Lucy said, hugging him "I have a present for you that you're not going to believe."

"Lucy, you didn't have to get me-"

"I didn't, it was a coincidence, how quickly can you be done here?" she interrupted, a broad smile on her face.

"Well, I just need to wash up those dishes and then see if the Sheffields need anything else, so about an hour I'd say." he replied and frowned when Lucy began to chew her lip, muttering: "Ok, I think I can stall her that long.."

"What are you talking about?" he asked, his interest peeked.

"Just meet me at the restaurant as soon as you can, ok?"

Niles could only nod as the whirlwind that was his friend left him alone again. Half annoyed though he was with her, he still did his job faster than usual, then changed into a pair of comfortable jeans and a red sweater.

When he arrived at the restaurant he saw that all the lights were switched off and was beginning to wonder if he had been the victim of some colossal prank, when somebody put their hands over his eyes.

"Guess who!" a soft voice said and he felt his body responding, before his mind could fathom who the person was.

Her hands smelled of lavender and vanilla and slowly a memory stirred.

"Katherine?" he asked incredulously, to which he heard a chuckle.

"Surprise!" Lucy exclaimed when the other woman removed her hands.

"My God, what are you doing here?" he asked, pulling her into a fierce hug.

"Working for the Donas'! Seems we have a mutual friend in Lucy." the young woman replied with a smile.

She was a little bit smaller than Niles with gorgeous red curls and sparkling green eyes. And for the first time, since C.C. Babcock had entered his life, Niles felt himself drawn to another woman. He gently rested his left hand against her cheek, whispering:

"You haven't changed, Kathy."

Lucy, who's grin was becoming bigger and bigger, chose this point to interject.

"Have you been lying to me, Katherine? You said Niles and you were friends at one point."

But it wasn't Katherine who answered, for she was too captured by the butler's blue eyes.

"Friends? We were lovers." his baritone was as tender as a caress.

* * *

C.C. Babcock was standing in front of the Sheffield's door, her hand raised but unable to knock as an usual burst of nervousness flowed through her body. The gift neatly wrapped which she kept in her coat pocket, seemed to weigh much more than it did when she had picked it up. She feared that once she strode into the house somebody would notice the bulk and what would they think if she had to admit that she, a Babcock, had bought something for the butler? She sighed, forcing her knuckles to touch the wood, musing that it was probably Niles himself who would answer the door, but she was wrong.

"Chas!" Sara exclaimed, looking somewhat startled "Happy New Year, I didn't expect to see you until the 6th!"

"Yes well, I know. There is something I need to discuss with Maxwell." she improvised, deciding that there was always time to make something up "But I'm parched, where is Niles?"

Sara eyed her for a moment and C.C. knew that she didn't quite believe her.

"He's in the kitchen but he isn't alone."

"I didn't ask for his life story." she said curtly and seeing that Sara opened her mouth again she simply walked past her.

She found him where Sara had said he'd be, chatting to a petite red-haired woman.

"Oh this was delicious. I can't believe how I could go without your cooking all these years." the young woman said, before she noticed C.C.

Niles, following her glance, saw her too and instantly said with a grin: "What, was the Island too hot for the Ice Queen?"

"I…" she began, unable to come up with anything better, for her eyes were still busy assessing the situation.

"Cat got your tongue?" he mocked and got to his feet, shrugging into his coat which had been resting on the seat next to him "Listen, Babs, you know where everything is. Kathy and I really need to get going."

"You will have enough time to make me some tea." she stated firmly.

Niles' features hardened and his mouth was a thin line as he was trying to bite back a retort. Then Katherine lightly touched his shoulder and C.C. could see how he relaxed again.

"Don't worry, I'll wait outside." she whispered and with a nod in C.C.'s direction, left via the backdoor.

"For your information, Babcock, I have the evening off." he said coolly, while angrily pouring some water into the kettle.

"Niles, forget the damn tea." she snapped, suddenly furious for no apparent reason "I just came by to drop this off."

And she extracted the gift from her pocket and threw it onto the table. Turning around to leave she froze when she heard him say: "Wait."

She could hear the ripping of the wrapping paper and knew what he was doing.

"You know, witch, maybe you should behave differently in the future to indicate that you're actually being nice." he said gently and she could tell, without turning around that he was smiling.

"Yes well, don't flatter yourself; I just don't like owing someone a present."

It had taken him one look at the feather duster that had the initials B.B. engraved at the bottom to know that this was no ordinary gift. She wondered what he was doing, until she felt his body press against hers and his warm breath tickled her skin.

"Who are you fooling?" he asked and quickly pressed his lips to her cheek.

It had only been a matter of seconds and yet she held her breath until she heard the door close behind him.


	10. A Promise and an Accident

**Hello, Hello!:) Man, I am seriously tired and still so jetlagged from Canada. But I just wanted to finish this chapter today and get it out to you!;) I might be taking a little break from this (though tonight I'll probably upload another oneshot ;)) just because I've been tired and cranky for the past couple of days due to lack of sleep and I tend to put my writing needs before my physical So now I'm at a point where I think I just need a couple of early nights. But you know me, I might not stick to it and update in anyway within the next couple of days. This is for the lovely Sara Sheffield, whom I loved to write as a character and who I now, sadly, have to let go. R&R!**

**Disclaimer: I don't own anything...**

**Chapter 10: A Promise and an Accident**

"Niles!" somebody called him and something soft came in contact with his skin.

He blinked and looked up to find a pair of green eyes fixed on him.

"I'm sorry, Kathy." He said, clearing his throat "I was miles away…"

"No, you were with her." She said evenly.

"Pardon?" he asked.

"This blonde woman who you called the Ice Queen, you were thinking about her." Katherine repeated.

He shook his head, although he knew that it was in vain, Kathy had always been able to read him well. When she remained silent, however, he frowned. She looked sullen, almost saddened by his lack of attention.

"I'm sorry, it's very rude of me not to pay attention. It's not that I'm not glad to be here with you because I am, especially given that you'll be leaving soon, but C.C. just infuriates me."

"What do you see in her? I just don't understand, she treats you like garbage…" her voice trailed off as her jealousy became more pronounced.

"Kathy.." he said softly, reaching over the table to take her hand.

He tried very hard to get that feeling, that spark of excitement but it didn't happen and he knew that she was aware of this too. It was true that he still loved her, the warmth in his heart lingered every time he looked at her. It was old, familiar and safe somehow… but he wasn't sure if that was what he wanted.

"She makes me feel alive! I know that it's a twisted relationship we're having but she just makes me want to try harder, to go beyond my limits."

"But Niles, what makes you do that? She is just using you as a servant and you can't deny that it hurts you. Then why do you waste your time with someone who doesn't appreciate what a wonderful man you are?"

"Because she doesn't mean it…at least not all of it, although you are right, it does hurt. I can't help but feel that maybe, just maybe if I keep trying she will understand."

When he returned to the Sheffield residence he was somewhat subdued. He knew that he had broken Katherine's heart and he also knew that he had chosen the harder path, just hoping that he wouldn't regret it. The first noise that reached his ears when he unlocked the backdoor was the ringing of the telephone. He sighed, contemplating for a moment to just let it ring, but something told him to pick up.

"Sheffield residence?"

"Finally!" Maxwell's agitated voice replied "There was a terrible accident, Sara is…" he broke off "Just come to the Downtown Hospital."

"What about the kids?" Niles asked, swallowing to move the lump in his throat.

"The neighbours are watching them." And he hung up. Niles fought the urge to vomit and instead raced through the living room, picked up the car keys and headed for the car.

* * *

There was this annoying knock again.

"Go away." C.C. growled but got to her feet when the caller didn't seem to get the hint.

"What?" she snapped, flinging the door open only to find an ashen butler in front of her. "What's wrong?" she whispered, her voice instantly higher as fear rushed through her body.

"Max called, Sara was in an accident." He said and she nodded, grabbing her keys and slamming the door shut behind her, ignoring her TV that was still switched on.

On the way to the car Niles told her about the phone call and the few details he knew.

"I'm sure she'll be fine." He said but she could tell that he didn't really believe it himself.

Nobody said anything else on the drive to the hospital. C.C. kept staring out of the window, thinking about the time she had spent with Sara. She had to be alright, too many people depended on her.

"You go ahead, I'll park the car." Niles said when they pulled up in front of the hospital.

C.C. shook her head, in her eyes the many unshed tears were glistening. She was grateful that he didn't question it, because her throat felt so dry that she was certain she wouldn't be able to speak. Instead he drove inside the garage and jumped out of the car opening the door for her. For a moment she felt as if her knees would cave in, but then he grabbed hold of her hand and they were off. The hospital was a mad whirl of activity and everything just whipped past her as they ran through the corridors. She was glad that Niles had taken the lead and that she only had to follow him, as well as for the reassuring squeeze he gave her hand every other moment. They found Maxwell pacing up and down in front of the closed doors of the intensive care unit.

"What happened?" Niles asked, seeing tears running down his friend's face.

"There was a car accident, a truck on the motorway just crashed into her car and…now she's in there and they said she was severely injured and…" he stopped, shaken by sobs.

Niles felt very close to tears himself, sensing that the outcome of this would be very bad indeed, but then he felt the woman by his side tremble and forced himself to hold on. Instead he pulled her closer, until the light weight of her body was leaning against his shoulder and one of her arms snaked around his to hold on for support. The waiting seemed to drag on forever, and Maxwell was getting more and more agitated. He was furiously pacing, never stopping once and was almost at the point where Niles feared he'd start tearing out his hair. C.C., in the meantime, seemed to be growing weaker as she so desperately tried to be strong. He frowned, wondering if that train of thought even made sense. He just figured that it would be better for her to let out her emotions before she'd break down completely. When the doctor walked through the door Niles immediately knew that Sara was gone. He wore that expression that seemed to suggest that he viewed this simply as his job, not because he was heartless, but rather because if he didn't, it would affect him too greatly. Niles sighed, bringing his left hand up to rest on C.C.'s arm, at least preparing them both for the blow, while Maxwell was too far away to reach.

"I'm sorry Mr. Sheffield, the blood loss was too great, we tried everything we could."

He heard C.C.'s strangled sob and expected a similar noise from his friend, but nothing happened, and the silence was worse. Maxwell looked as if he had had a stroke, his face frozen in one position, and the light in his eyes gone.

"I'm sorry, I'm afraid there is something else. Because this was a car accident, we would need you to come and verify that it is indeed your wife." The doctor spoke up again.

Maxwell took one step, when Niles made his decision. "No, I will go instead."

He hadn't known Sara such a long time and he was certain that if there was any chance for his friend to make it, he couldn't be allowed to see his dead wife. Maxwell stared at him wordlessly a blank look in his eyes.

"Would that be ok?" the doctor asked.

When Maxwell nodded, Niles said: "I'm the butler, I know Sara."

When the doctor finally agreed, Niles turned around to C.C. who only reluctantly loosened her grip on his arm. He put his hands either one of her shoulders and ran his thumbs soothingly over her skin.

"Are you able to stand on your own?" he asked quietly, so that only C.C. could hear it.

She just stared into his eyes before giving an almost unnoticeable nod. He smiled weakly at her and then straightened his back and followed the doctor. With every step that he took, approaching the task he had chosen to do, the instinct to turn around and flee grew stronger. But he convinced himself that it had been the right thing to do, for Maxwell's well-being, as well as for the kids who would especially need their father now. He tried to create a rational list in his mind of the short amount of time he would be needing to look at Sara, that her injuries wouldn't look so bad, that he was a grown man and could handle the situation. But the truth of it was that he couldn't, the minute he entered the room and saw her lying there, tears stung in his eyes. She looked so broken and bruised and it didn't seem right that she should leave the world in such a way. He gave the doctor a curt nod and then left the room, but before he could reach the doors that separated him from C.C. and Maxwell, a voice said:

"I'm terribly sorry for your loss; maybe this will be a consolation."

And the broken pieces of the golden marriage band Sara had once worn were pressed into his hand. He swallowed, realizing that this was too much for him to take. He would give them to Maxwell later, for now he needed to be strong and bring C.C. and his friend home. Her eyes immediately found his, as if he was her anchor.

"We're ready to go." He said, his voice sounded raspy as he tried to swallow his tears that had been building up as he realized that they wouldn't be going home anymore.

"Can you take me to the penthouse?" C.C. asked whose voice was as thick as his.

"Of course, if that's what you want?" he questioned, unwilling to let her out of his sight.

C.C. helped Maxwell into the car and them joined him in the back while Niles started the engine. As he drove through the somewhat empty streets of New York City, he kept glancing at them through the mirror, to make sure that they were alright. Once they reached her penthouse he climbed out of the car and opened the door for her, walking her silently up to the apartment.

"Are you certain that you want to stay here?" he carefully asked again, when they had made it to her door.

"Yes, I can't see the kids…" she whispered and at this the tears finally spilled over.

Though his eyes were aching now from the effort not to cry, he still ignored the lump in his throat and wrapped his arms around her. There were no words he could offer to take her pain away and so instead he tried to comfort her with his embrace, rocking them slowly back and forth.

"I don't like the idea of you being alone now, C.C." he whispered into her hair and placed a tender kiss on her forehead.

"I need to be." She replied, even though it was a lie.

He nodded sadly, extracting a piece of paper from his pocket and a pen from his breast pocket.

"Here." He said, handing her the paper.

"What's that?" she asked, lifting her tear-stained face.

"My private line, call me if you need anything, no matter when." He replied, brushing away her tears with his thumb.

When Niles' head finally hit the pillow, all he wanted to do was to forget. He wanted to rid himself completely of the lingering feeling of dread, of the cries and the tears of the children, of Maxwell's hopelessness and C.C.'s quiet despair. He just wanted it all to disappear, or maybe he was approaching this the wrong way. Seeing as the things wouldn't just go away, perhaps it was him who needed to leave. He sighed, if only it was that easy. But his conscience would never allow him to do that. It was too late; now he was always carry those images with him. Switching the light back on, he picked up the book he had been reading and continued. He didn't care that his eyes were aching with tiredness and unshed tears, all that mattered was that the book helped him get away, if only mentally.

The following days passed by in a cloud of grief and sadness. Sara's parents had to be contacted, the children needed to be looked after and the funeral had to be arranged, he was so busy that he hardly got to talk to Maxwell, let alone C.C. Then, one night, he was just walking towards his room when he heard the faint sound of sobs. He followed them until he perceived them more clearly, leading him to the room Maxwell's only son occupied.

"Master Brighton?" he gently asked, kneeling down next to the child's bed.

"I thought it was all a bad dream." The boy sobbed, curled up in the fetal position "I miss mummy so much. And I think daddy doesn't like us anymore."

Niles sat down on his bed and gestured for Brighton to come closer.

"That's nonsense. Your father loves you very much, he's just upset. Come here."

And he pulled him against his chest, swallowing hard as the small arms of the child wrapped around his body.

"Would you like to see him?" he asked after a while, still rubbing the boy's back.

"Yes." He hiccupped.

"Very well." Niles said with an encouraging smile and took Brighton's hand.

Together they walked through the dark corridors, heading for Maxwell's office, but were interrupted when young Grace began to cry loudly.

"Just one moment." Niles said and went inside to pick up the youngest Sheffield.

He emerged again, carrying Gracie who timidly pressed herself closer, wrapping her arms around his neck, before taking Brighton's hand in his. This time they managed to reach Maxwell's office and Niles knocked softly. When no reply came, Brighton quietly suggested:

"Maybe he's gone to bed?"

But the butler shook his head, knowing only too well where his friend was hiding. To him it seemed as if Maxwell had died with Sara, he never left the office, it had been a chore to persuade him to shower and shave, and he refused any food. Finally Niles decided to simply enter without having received an answer.

"Sir, Master Brighton is here to see you. He's missing his mummy."

Maxwell shot him a look that was devoid of all emotion, suggesting that he didn't even know who he was talking to.

"I can't do this." He said in a monotone.

"But your son is here, he thinks you don't love him. Now you take care of him and bring him back to bed." Niles said sternly and before Maxwell could refuse, he turned around and left.

He tried taking Gracie back to her room, but every time he put her down in the bed, she began to wail and cry loudly.

"It's alright, Gracie. I am going to stay here with you for a little while."

The little while turned into much longer as Niles noticed when the first rays of the sun woke him the next morning, along with a rather lively toddler.

* * *

He was so tired and faint that he could barely stand up right, but he knew he wouldn't get any sleep until he made sure she was coping. With that thought in mind he finally lifted his hand to knock on C.C.'s door. No answer…maybe she was out, but where would she have gone?

The repetitive knocking sound drew C.C. from her slumber. She, however, chose to ignore it, allowing that feeling of warmth and nothingness to wash over her again. But every time she got close to dozing off, the sound could be heard again. She let out a frustrated growl and lifted her head, noticing that she had left a trace of drool on the pillow. She removed the blanket but changed her mind again, when the cold send a shower of goose bumps over her body. As the fog lifted and the cold cleared her head, images seeped back into her memory and feelings. Sara was dead… the realization lay as heavy as a stone in the pit of her stomach. She finally looked up as somebody unlocked her front door, though she was certain that if this was a burglar, she'd be too tired to fight him.

"C.C.!" an angry voice exclaimed and she lifted her head up again.

"Oh, it's you. Please don't yell." She replied tiredly.

But the butler didn't have any intention to obey her wishes.

"When I asked you if you were going to be ok on your own," he said loudly "I didn't mean "Are you capable of drinking yourself into oblivion." Because, Babcock, I already knew you could."

"Why do you care? Just go home to Maxwell and kiss his ass." She snapped half-heartedly.

He remained silent for such a long time that she almost hoped he had left, but the loud noise of bottles smashing together told her otherwise.

"What are you doing?" she asked, rubbing her temples and slowly opening her eyes.

"I'm getting rid of all this damn liquor, _you _will get up from that couch and have a shower, you smell of alcoholic homelessness."

"Why?" she asked, stubbornly.

"Because you need to get your act together!" he finally screamed, losing it completely "Between Maxwell and the kids and my own grief I can't take care of you as well!"

"You didn't even know her!" C.C. spat.

"I didn't know her? She was the only person who treated me like a human being despite my station! I was the one who saw her bruised and burned face, who saw her lying there white and still! I tried to keep that pain away from you and Maxwell and how do you repay me?"

The silence that followed once the door slammed shut was deafening and C.C. almost hoped that he would come back to yell at her again. But there was nothing, just the quiet ticking of the clock and the returning feeling of sorrow.

He had to pull over on his way home because the tears were blinding his sight. He couldn't believe that C.C. was in such a bad state, he could only imagine what it had been like before he had made this discovery. C.C., passed out on the sofa, clutching a bottle of spirit in her hand, desperate for some warmth in her life. He was angry with her and angry with himself for not checking on her earlier, he should've known better. He had seen that she wasn't coping well that night; he should have forced her to come back to the mansion with him. But he hadn't… and C.C. clearly didn't know who to call because her family members wouldn't care. The knowledge that she had had his number and hadn't called hurt him, because he had been certain that she trusted him enough to do so. He sat in the car, slumped over the driving wheel and let the tears flow that he had kept inside for so long, whispering: "Please, give me strength."


	11. Changes

**Hello everyone!:) First of all a big thanks to those of you who are still reading and reviewing this!:) We are now moving to the whole C.C. develops a crush on Maxwell part, this is based solely on my ideas of what may have happened and chances are you might not like it or agree with it. This chapter also means that I am halfway through with this story, which I find very hard to believe!lol I just want to tell you as well that in the following chapters I will take some scenes from "The Nanny", not necessarily in chronological order though to turn them into my own story, there are some scenes I've already covered in my oneshots but also a number of small moments that I haven't. Did I mention that I'm having a blast writing this?^^But yeah, I'll explain more about that once we get to it!;) For now just enjoy this!(hopefully!lol)**

**Disclaimer: None of the characters are mine, I'm only inspired by watching these wonderful actors at work and may I just say that I love Danny Davis, no matter what age. (just something I needed to get off my chest n this was the politest way to do it...)**

**Chapter 11: Changes**

From that day onwards he began to go for a long walk every night. It didn't matter if it was still warm outside or if it rained, all he knew was that it gave him the chance to clear his head. After the walk he would always go and check on the children, console them if they were crying, and then go to bed himself. The funeral had been postponed because Maxwell simply didn't want to deal with it, Niles had tried to explain to him on several occasions that this wouldn't bring Sara back either, but his employer didn't seem to listen. This morning Sara's parents had called repeatedly, and Niles had been left to deal with them. They were angry and upset because their daughter still hadn't been given her last rites and all of his attempts to explain the difficult situation fell onto deaf ears.

He took a deep breath, as if trying to fill his entire body with the fresh evening air, before closing the door behind him. For a moment he simply stood in the dark kitchen, trying to figure out how best to approach Maxwell again. He walked slowly to the stairs, running his hand over the smooth kitchen counter. His eyes were closed in an instinctive reaction to the darkness as he allowed his hands to see. When they found the soft wood of the rail, he grabbed on to it and began his ascend to the first floor. Ten steps to Gracie's bedroom, he counted, opening the door and peering inside- luckily all was quiet. Five more steps to Brighton's room, but upon opening the door he found it to be empty. For a second a wave of panic surged through him as he attempted to come up with possible places a 6-year old boy could have run to, but then he followed his instincts and checked on Maggie first. A relieved smile snuck over his face when he found brother and sister curled up in bed next to each other. It was a rare picture indeed, for the boy was usually intent on using any given opportunity to annoy his sister, but in times like this the need for warmth was much greater. Niles wiped away the single tear that had escaped from the corner of his eye and silently closed the door, before changing direction and heading for Maxwell's office. No matter what time this was where the man was hiding, sometimes Niles even doubted that he went to bed.

"Excuse me, Sir, there is something I need to discuss with you." he said, entering the office without knocking.

But as his eyes took in the scene in front of him, he came to the conclusion that Maxwell needed a friend rather than an employee. The room was darkened, the only source of light coming from the small lamp on the desk. Maxwell sat in his armchair; shoulders slumped, staring straight ahead, a stubble growing on his face.

"Maxwell, there has to be a funeral." he pressed softly, rounding the table to kneel beside the man "The children need to say goodbye to their mother, you need to let her go. Sara couldn't bear to see you like this."

"Maggie…" Maxwell rasped and Niles placed a hand on his knee.

"What about her?"

"She looks exactly like _her_…I can't go to a funeral, I can't even leave this room without being reminded of her."

"Maxwell," Niles said, firmly this time "I'm telling you this as a friend; you have to let this go. We are talking about your daughter, for heaven's sake; of course she looks like Sara. I know it must be painful, but can't you just try and look at it differently? Instead of seeing her face and feeling your grief, look at her and find Sara, find comfort that she will never be fully gone."

Maxwell's whole body was shaking now and tear after tear made its way down his cheek.

"I miss her too." Niles admitted and pulled his friend into an embrace.

When Maxwell finally pulled away, Niles was glad to see that at least some life had returned to his eyes.

"Will you do me a favour?" he asked.

"Of course." Niles said nodding.

"Could you take everything from my room that reminds me of her and throw it away? All the pictures, all the clothes, every little scrap."

"But Maxwell-"

"Niles, please, I am asking you this as a friend."

"Yes, I will." Niles agreed, heaving a sigh "As long as you set a date for the funeral."

Of course Niles didn't throw everything away. He had fully intended to do so until he had begun to pack her things into boxes on the morning before the funeral. There were jewelry boxes and picture frames, clothes and letters, each of which told a story about a wife and mother and he just couldn't bring himself to destroy them. So instead, when all the boxes were packed he carried them down the stairs and hid them in the cellar, hoping that one day Maxwell would be ready to come looking for them. He had just stowed away the final box when a glance at his watch reminded him that he was running late. And so he hurried back into his room to have a shower and to get dressed for the funeral.

* * *

When the Sheffields arrived at the cemetery, they were already awaited by a large number of friends and family. Nonetheless Niles felt proud of Maxwell, who squared his shoulders and took both Brighton and Maggie by the hand. Niles was the last to leave the car, consciously taking his time to unbuckle Gracie's seat belt, before hoisting her up in his arms. The sight of her tiny figure clad in a black, somber dress was nearly enough to make him cry, but he didn't want to disturb her and so he took deep, regular breaths to calm himself down. By the time they reached the chapel, everyone was already seated and he heard the hushed whispers echoing loudly as many heads turned to watch him make his way to the front row. He sat down next to Maggie, while her sister remained in his lap, head buried in his shirt. Maxwell was still holding his son's hand and was looking straight ahead at the priest.

C.C. was the last one to enter the scene, rushing quickly to the front and taking a seat to Maxwell's right. She wore a black skirt with a matching blouse and her neatly combed blonde hair framed her face like curtains, blocking the view. She nearly hadn't come, thinking that it was too much to ask to say goodbye to her best friend in a public space, where every word of consolation was as hollow and meaningless as the next. But now, as the priest droned on C.C. tried to focus on other things, but it was difficult as some of the words still seeped through. And she could very clearly see images in her mind of the first time she had seen Sara, how her eyes lit up when she had developed a plan and Sara holding her newborn baby in her arms. The truth was that C.C. simply couldn't stand funerals, she was angered by all those who could cry openly and at the same time by the pressure of having to cry herself. And so, when Sara's father had ended his speech signaling the end of the funeral, she bolted through the door. After walking for a very long time, she had stopped at a bridge that was build over a small river. She just stood there and watched a fallen leave that was tossed and turned around by the currents until it disappeared underneath the bridge.

"C.C." though the memory of their last encounter still stung, her heart skipped a beat when his voice addressed her.

"Shouldn't you be with Maxwell and the kids?" she asked without turning around.

"Yes and I only have a minute. You just left so quickly I didn't get a chance to make sure you're alright." he said, coming to stand next to her.

She felt the warmth that seemed to radiate through his jacket even though he hadn't touched her and briefly wondered how she had made it without him for such a long time.

"I'm still drinking, if that's what you're trying to find out." she stated evenly.

"I'm sorry to hear that."

But she could tell that he wasn't as angry as he had been that night, he merely sounded saddened.

"It makes me feel better…" she whispered, looking at her hands that were resting on the rail.

"It's an illusion." he replied softly and he turned around, she knew, because she could feel his blue eyes fixed on her.

Slowly she turned around to him as well, keeping her eyes focused on his tie. She listened to the sound of his steady breathing, while she counted the number of crinkles in his shirt which he seemed to have thrown on in a hurry. He didn't say a word and yet she knew that he wanted her to look at him, needing to draw some truth from her eyes. As she looked up at him, he lifted his left hand to rest it against her cheek, but he stopped inches beside her skin. His eyes told her that he was waiting for her signal, waiting for her to ask him if his warmth was an illusion too. Little droplets of tears were steadily pushing their way past her lashes and just when she lowered her head his hand finally touched her cheek. For a moment she leaned into it, before his arms enveloped her whole body and pulled her against him.

"I was just worried about you." he apologized, letting his soft tone heal her wounds.

"I wish I'd have known, so I could've said goodbye to her." she whispered quietly.

"I know." he said, pulling away, though his right hand still held her left "I found this and I thought you might want to keep it."

And with his left hand he extracted a small, scruffy looking teddy bear on whose collar the words "Chas& Sara" were written.

"It used to be mine; my grandma gave it to me…" C.C. told him absent-mindedly "but Sara was always so scared when she was away from home that she stole it from me every night…eventually it became ours."

"I thought that while Maxwell was too often reminded of her, you were lacking that certain something, so I brought you this." he said softly.

"I thought she had lost it…" her voice trailed off as she was busy running her hand over the patched-up teddy.

"I think this counts as having solved the second puzzle." Niles suddenly said, his voice sounding lighter somehow.

C.C. blinked in confusion: "What do you mean?"

"Well, I know you haven't given me another puzzle to solve, but this is special so maybe you could be so kind as to grant me this?"

Before she could help it a small chuckle had escaped her lips. "Has someone told you what an impertinent man you are, Niles Brightmore?" she asked, taking the teddy from him.

"Is that a yes?" he tried again, smiling at her.

"Very well, Butler Boy, I grant you this one."

A happy smile lit up his face, before he said:"I have to go, the family will be waiting! But do me a favour, come back to work as soon as you feel up for it, I think Maxwell is ready."

"Niles!" she called after him as he turned to go.

He watched her struggling to find the right words, wringing her hands in a nervous gesture.

"I know." he said softly, letting his eyes assure her that he knew what she'd been trying to say.

* * *

C.C. returned to work two days after the funeral, surprising everyone but Niles.

"Ah, I had a feeling that the full moon was a bad omen." he commented dryly as he opened the door for her.

"Where's Maxwell?" she asked, ignoring his mark and handing him her coat.

"In the office. Well, as much as I'd love to stay here and chat, I have more important things to do, there is a young lady, waiting to be entertained."

C.C. watched him as he walked over to the sofa to pick up Gracie.

"My, aren't we getting heavy, Miss Grace?" he teased, tickling the girl who let out a happy giggle "I don't think I'll be able to carry you much longer."

"Why not?" she inquired, narrowing her eyes at him in a way that made C.C. laugh.

Upon hearing that sound Niles turned around to look at her, still hovering by the door.

"Well, truth be told I'm getting a little old," he explained, pressing a hand to his lower back while pulling a face "all that sparring with the witch is tiring."

"Watch your tongue." C.C. scolded, but there was an amused glint in her eyes.

"Oh, the witch has spoken. Come on, Miss Grace, we better go." And they walked off into the kitchen.

C.C. remained where she was for another moment, completely amazed by the man. One wouldn't think that he had just suffered a loss and had to focus all his energy on looking after the boss' kids. She knew that he was still grieving and yet he had the admirable talent of keeping it well hidden from the children and from anyone else who required his strength. Shaking her head she forced herself to move, it was time to concentrate on the task at hand. In a series of quick strides she made it across the room and briefly knocked on the office door to alert Maxwell to her presence, before entering it.

"C.C.?" he questioned, seemingly drawn from his reverie.

"Yes, I thought it was time we started working again." she stated firmly, allowing no room for an argument.

"I haven't had time to read-"

"I have, and I've got a number of ideas to pitch to you." she said, still sounding stronger and more determined than she felt.

She had come to the conclusion that maybe what Maxwell needed for now was a steady routine, something that would keep him occupied and that wouldn't allow his thoughts to linger with Sara. He still hadn't moved and merely watched as she pulled out several scripts and scattered them all over his desk.

"You're going to have to read them now, but I have marked the ones I think are worth it, to save you the trouble of having to work through dull, pointless scripts."

He nodded and picked one up and it didn't take long before he was lost in the most ridiculous, amusing story he had read in a while.

"This one's quite nice." he commented quietly, looking over at C.C. who was sitting on the green loveseat.

"Which one?" she inquired and when he showed her the title and the cover she nodded in agreement "Yes, it's fairly entertaining, although I do think it's the weakest of the bunch I have selected. If you look at the one in green that's the best, in my opinion, I have already made a note which actors we could use for it."

Suddenly Maxwell laughed, shaking his head. "You are marvelous, C.C.!" he exclaimed and she felt the heat rise to her cheeks.

"Well, thank you, Maxwell, but I-"

"How would you like it if your name would be included too?"

"Pardon?" she asked, trying to follow his confusing train of thought that had occurred after his outburst of happiness.

"From now on, I'd like this business to be called "Sheffield- Babcock Productions", Sara had always asked me to do that…but I guess, I never really paid attention."

She could see that at the mention of his wife, he began to be pensive again, the sadness returning to his eyes. So she swiftly got to her feet and walked over to stand beside him.

"Maxwell, I'd be honoured, Sara would be delighted." she said softly, placing her hand to his cheek to sooth him.

"I miss her…" he quietly said and turned around in his chair to look at C.C. who was now kneeling in front of him.

"So do I," she admitted softly, running a hand through his brown curls.

She didn't know what had come over her, but all of a sudden she craved his warmth. His hair felt so soft against her skin and his brown eyes bored into hers as if he would drown, if it wasn't for her. She timidly moved closer, leaning her forehead against his as his scent filled her head and made her dizzy.

"C.C." he whispered, as his right arm snaked around her body to pull her closer.

And slowly, carefully she met his lips in a kiss. She wasn't aware that what she was doing was wrong, all that mattered was the nearness of him, someone who cared for her, who took the emptiness away.

"Now where's that butler with the tea?" she asked, after she had pulled away.

Right on cue Niles appeared at the door, surprisingly quickly for someone who hadn't been asked to serve them and who had been busy playing with Grace a minute before. But C.C. didn't notice that weird coincidence, nor the fact that his "I thought you might want some tea." sounded strangely monotone. He quietly filled their cups without looking at either one of them.

"You are really quick today, Niles, "C.C. chose to compliment him while at the same time hoping for a zinger "I doubt that I could've prepared tea that fast."

The silence seemed to stretch on forever, until Niles quietly replied: "I doubt that, Miss Babcock. Surely you would've prepared it just as quickly."

This comment, completely insult-free, was so unusual for the man that even Maxwell looked up. Without another word, Niles set the teapot down on the tray and walked out of the room bearing the clear signs of a man who had been defeated.


	12. Nanny Needed

**Hello everyone!I'm terribly sorry,but I have already managed to write another chapter-so here it is. We're slowly approaching the Fran era...which I find very complicated, since I seem unable to write her character!-_- Anyway, I currently have 2 mates from England staying at my house so I honestly don't know how much writing I will get done this week, but you know me, I will definitely try!;) R&R please!**

**Disclaimer: I own nothing but the "Nanny" DVDs!;) **

**Chapter 12: Nanny Needed**

"Maxwell Sheffield." she thought.

C.C. Babcock was lying in bed, eyes wide open as if her glance could cut through the darkness. Days before she hadn't been able to sleep, so plagued had she been by dreams of her best friend's death that she kept waking up several times during the night, severely shaken and covered in sweat.

"Maxwell Sheffield." she repeated, this time out loud, allowing her deep voice to fill the silence of the room.

The name resonated from deep within her, even after it had tumbled past her lips. Never before had a man caused her to feel such warmth, such security… it was pathetic really, but she was craving him, as badly as alcohol. It seemed ridiculous now that she hadn't noticed before how perfect the man was: those soft, brown eyes, the dark curly hair, the glorious British accent, not to forget that he had enjoyed the best upbringing and was a wealthy, successful businessman. Well, of course he had been off limits because of Sara… clearly this was the only reason why she hadn't noticed him like this before… but now they were drawn together, united by their grief and she'd be damned if she was going to give this up.

* * *

The repetitive ringing of the alarm clock instantly drew him from his light sleep. As he stretched his tired limbs it took him a moment to remember why he felt as if he had a gaping hole in his body. C.C. and Maxwell… he closed his eyes again, banning the images from his mind. It couldn't be, it wasn't right… and yet it made perfect sense somehow, Maxwell had everything he didn't, and now he also had the only woman he truly wanted. Slowly he swung his legs over the side of the bed until his bare soles made contact with the carpet. He didn't feel like getting up, but then again he didn't feel like sleeping either… so why couldn't he just sit there, completely devoid of thought and emotion? Eventually he found the strength to get to his feet and he walked across the room to pick up his clothes, before heading into the bathroom. He washed and shaved in his regular routine, which was soothing because it was so dull. He did up his pants and put on a clean shirt, when he caught a glance of himself in the mirror. He looked old, his face was full of wrinkles and his chest clearly wasn't that of a young man anymore. What had he been thinking? C.C. was at least 10 years younger, if not more. He sighed, lifting his hands to button up his shirt and put on his tie and waistcoat. He could've passed as a wealthy aristocrat, had it not been for the washed-out grey of the waistcoat and the rough fabric of his starch-collar shirt.

He silently walked through the house, careful not to wake the sleeping family. By the time he made it to the kitchen his condition had worsened, there was not a chance that he would make it through the day. He slumped down over the counter, not even attempting to cook something. He could've slapped himself for his own stupidity, for his naiveté to believe he could win her heart. But surely if it had all happened so quickly, it could be undone at the same pace, after all, he was a stubborn old man.

"She's cold." he told no-one in particular and was amazed to find that he felt better, if only by a fragment. "She doesn't know how to handle kids." he said and walked over to the fridge to pull out the ingredients for today's breakfast. "I think her hair is turning grey already." he continued, happily frying some eggs.

And so it went on and on, Niles listed all of C.C.'s flaws, sometimes aloud, sometimes just in his mind, always staying clear of the ones that would make him feel bad.

"She's a snobby, stuck-up socialite who should've choked on her silver spoon."

The anger and the adrenalin that were now coursing through his veins finally made him feel alive again. Maybe this would work… it had only been a mild case of infatuation and he had been blinded by it, but now that he was aware of all her flaws again, this would be easy, he could keep her at bay.

"Good morning, Niles." Maxwell said, breezing into the kitchen "Do you need some help there?"

Niles swallowed, determined to ignore the pang of pain he had felt upon hearing his employer's voice addressing him.

"I have everything under control, Sir." he said coolly, not bothering to turn around.

"Very well, I just wanted to let you know that C.C. will be joining us for breakfast."

"I will have a plate ready for Miss Babcock." he said quietly.

"Niles, is everything alright? You seem a little down…"

"I'm perfectly fine, Sir."

"Niles, if you need a friend, I'd be-"

"Let's not overstep our boundaries again, Mr. Sheffield. Breakfast will be ready in a minute."

And he marched past Maxwell carrying a tray with a heavy teapot and a plate with croissants. He looked up in surprise when his eyes fell on high heeled shoes, shoes he knew could only belong to one person.

"Miss Babcock!" he greeted curtly, setting the tray down on the table.

"Good morning, Niles." she replied happily, somewhat oblivious to his mood "I was so tired of having breakfast on my own, so Maxwell invited me over to join you from now on."

"Why, does he want to make us all unhappy?" he asked rhetorically while busying himself setting the table.

C.C. remained silent for a while before she said defensively: "Maybe he thought his butler didn't have enough work to do."

The loud thud of the mug hitting the table cut through the air as loudly as a rifle shot, shocking C.C. as well as drawing Maxwell towards the scene.

"I have done everything, I have…" Niles was pressing out, every word forced and dripping with anger.

"What's wrong with you, old man?" Maxwell asked, placing a hand on his friend's shoulder.

"Nothing," Niles said in a clipped tone, shrugging it off "seeing her face so early in the morning just makes me nauseous."

And with that he exited into the kitchen.

C.C. didn't hear Maxwell's concerned voice as he asked her if she was alright, nor his mumbled apologies to defend the butler's words. She only came back to reality when she felt his soft, warm hand brushing over her cheek.

"Are you alright?" he asked again, worry evident in his brown eyes "I don't know what got into him."

She placed her hand on top of his, running her thumb over his knuckles.

"I'm fine." she replied.

C.C. wondered if Niles knew anything about the kiss she had shared with Maxwell and if he was angry because of that. Be that as it may, though, shouldn't he be happy that she had now moved on to something whose warmth, unlike alcohol, was not an illusion?

* * *

"Niles, why aren't you married?" a now 12 year- old Brighton Sheffield was asking him.

The butler instantly stopped what he was doing, leaving the oven door wide open until he felt the heat against his trouser leg.

"Because he hasn't found the right woman," Maggie cut in, who was sitting next to her brother at the kitchen table "which I find admirable. I will only marry a man who truly loves me."

"Sorry to tell you, Sis, but that will only happen in your dreams. Look at you, no-one's even noticed you yet, if you ask me, the only man you'll get will be interested in that trust fund dad's set up for us."

"Oh shut up, Brighton." Maggie replied, shooting him an angry look.

Niles picked up the cake tin and shoved it into the oven, throwing the door shut with as much force as he could muster.

"Will you stop arguing for once?" he said annoyed.

"Why?" Brighton challenged.

"Yes, why?" Maggie asked as well "He gets to insult me and I just have to take it?"

"He's your brother, Miss Margaret." Niles tried calmly, "you're family."

"And with C.C. in the house that's as close to a family as it gets." Brighton commented dryly.

"Now now, your father is still here, isn't he?"

"I'm not sure, have you seen him lately?" Brighton asked innocently.

Niles sighed, uncertain how to respond to that. Maxwell had been busy with work, as a matter of fact ever since C.C. had returned. Their romance, or whatever it was that they shared, was mostly taking place in the office, a place that Niles tried to avoid as often as possible, unless he wanted to throw a couple of good zingers her way. As for the rest, the fewer he knew the better. But the point was that he had no idea how to respond to the boy's question for his anger was completely justified, anger that was mainly projected onto C.C. while he bore his father's unreliability with a resignation no 10 year old should have.

"I think Niles is in love but the situation is very complicated." the youngest Sheffield suddenly said, eyeing her ice cream spoon thoughtfully.

"Unrequited love, how romantic!" Maggie exclaimed to which her brother only rolled his eyes.

"There is no-one I'm interested in, Miss Grace." he said nonchalantly, having half persuaded himself of that.

"But Niles," Gracie said, hopping off her chair to stand in front of him, causing him to kneel down to be eye-to-eye with her "have you learned nothing? You shouldn't repress your emotions; otherwise your subconscious will conjure up the most bizarre dreams."

"Oh God, the last thing I need is to dream about her." he muttered.

"Dreaming of whom?" C.C. asked who seemed to have the most immaculate timing when it came to these kinds of situations.

"A woman he's in love with." Maggie was only too happy to explain.

"Yes, thank you, Miss Margaret." Niles said, gesturing for her to leave the kitchen.

"Oh Niles, who is the lucky woman?" C.C. asked, sarcastically.

"No-one." he merely said, then addressing Gracie: "You should get ready for therapy."

The little girl leaned forward to give him a hug, whispering: "I can see it, Niles."

And giving C.C. a rare smile, she left the kitchen, taking her brother along.

"What? You're telling the girl and not me?" she asked, feigning annoyance.

Niles merely shrugged and grabbed a cloth to clean the counter. "Is there any specific reason you came in here for?"

"You know," C.C. continued undeterred "I think you're just bluffing, I think all you got is her."

And she picked up the feather duster to hold it under his nose.

"Well, Miss Babcock, it seems you have no idea what she and I can do." he retorted smoothly, snatching it from her hands and allowing his index finger to linger on the engraving.

C.C. sighed as she watched him go; this was as close to a good conversation as they got nowadays. But she had more important things on her mind, how to deal with that blasted nanny problem? You see, C.C. had booked a marvelous holiday for Maxwell and herself, once their relationship had hit the first bump in the road. The man had seemed awfully distant lately, almost determined to keep her at arm's length and the only couple of times she had managed to get closer to him again, they had been interrupted by one of the kids. And she couldn't allow that, no, she simply _wouldn't_ allow a bunch of spoilt, snobby kids to take away the one person who was willing to show her some affection. She had spent a number of sleepless nights sitting up and planning how she could possibly get Maxwell back and then it had occurred to her: a holiday, preferably on a tropical Island, far away from the tourists, just her and him and the beach. It had been fool-proof really, had it not been for that darn butler and his insistence that he couldn't look after all three kids by himself. Determined not to beg with her nemesis, she had instead chosen to work her charm with Maxwell who had at least developed the glorious idea of hiring a nanny to look after the kids, not just while they were away, but also in general. At first this had sounded like a wonderful idea, until C.C. had seen the kind of women arriving for the job. Some of them were so young they could've easily needed a nanny themselves, but others, though young, still qualified for the job.

She would never forget the moment when she had opened the door for Renata Mencina. Very annoyed in the first place, because the butler was nowhere to be found, her mood had decreased considerably when her eyes had taken in the curves and smooth skin of the woman in front of her. She was a petite brunette, with chocolate skin and warm, dark-brown eyes. She wore a pair of golden sandals and jeans, combined with a white top, which not only showed a lot of cleavage but also gave a view of her perfect, tight stomach. C.C. could've vomited on the spot. To top it all off, Niles had suddenly appeared, greeting the woman with a kiss on the hand and muttering something about what an honour it was to finally have a beautiful woman in the house. Thinking about it now, it wouldn't surprise her if it had been the damn butler himself who had invited that particular nanny over. But she had gotten rid of her, as she had done with all the other ones following her, whom C.C. considered too pretty. Some she could bribe by money, others were persuaded by threats and her influence and others, well, let's just say they became the victims of strange little incidents. She had then taken matters into her own hand, choosing nannies who were not only twice her age, but also not very nice to look at. But luck didn't seem to be on her side, either Maxwell considered them too old to work with three children, or Brighton had been especially misbehaved, scaring them off.

* * *

"Niles!" someone called him and he looked up from dusting the piano, to see his employer march towards him. God seemed fairly happy to punish him today.

"Yes, Sir?" he asked.

"I'd like a word in private, old man." Maxwell said, frantically searching the room with his eyes.

"Well, shall we go into the office then?" Niles suggested, crinkling his forehead in confusion.

"No, she'll find us there." Maxwell whispered and before Niles could say another word, he was pulled along and shoved into the wardrobe.

After Maxwell slammed the door shut they stood so close to each other in the tiny, dark space that their noses were nearly touching.

"I wouldn't mind an explanation, Sir?" Niles asked as politely as he could, given the ridiculousness of the situation.

"It's C.C.," his employer began, shifting around to avoid the sharp edges of the coat hangers "she's been getting far too attached lately."

"Oh Sir, what makes you say that?" Niles asked innocently.

"You know very well what I mean, old man."

"No, do enlighten me."

Maxwell grumbled in frustration, before replying:" She only wants to spend time with _me_ now, it's difficult to persuade her to even leave the house and all she talks about is this holiday she has planned for us."

"I take it you're not exactly interested in going, Sir?" Niles asked.

"Not really, I mean, I don't want to leave the children with a nanny they have only just met and quite frankly I don't want to get C.C.'s hopes up. Yes, she's been wonderful after Sara's death and she probably needed me as much as I needed her but now… it's gone, you know? And I can clearly see now that I just needed something to distract me from grieving, but C.C. isn't exactly the motherly type… she'll never be able to take good care of my kids and so I think I'd rather stay alone."

"I have a feeling though, Miss Babcock has other plans." Niles interjected.

"I know, I know. Could you just make up some excuse why I can't go away on holiday with her?" Maxwell suddenly blurted out.

"I'm sorry, Sir, even I only poke the bear to a certain point." Niles politely declined.

Right then a loud noise shattered the silence causing both Maxwell and Niles to jump out of the closet. Brighton Sheffield was lying sprawled out on the living room floor, a rope wrapped around his neck.

"What's gotten into the boy?" Maxwell asked through the loud screams of the current nanny.

"Sometimes negative attention is better than no attention at all." Niles quietly said and walked over to help the boy off the floor.

"Niles, I might have to come and talk to you again about the…problem…" Maxwell said and Niles grinned:

"Certainly, Sir, but if I may say so, next time a different location would be preferable. There are only so many times a man can come out of the closet."

* * *

C.C. had just landed in New York City a couple of hours ago and was already busy getting ready for the soiree that was taking place at the Sheffield residence. She looked relaxed and slightly tanned, but was looking forward to finally seeing Maxwell again. The week she had spent on the island had been lovely, if also a tiny bit dull, having no-one to talk to and lots of time to think.

Adding the finishing touches to her make-up and putting on her earrings she was ready to go. The party was already in full swing when she arrived, Niles looking his usual dapper self, opened the door, a big smile on his face. Deciding to simply ignore him as he would only enjoy it to torment her, she walked over to the buffet table and filled a glass with champagne.

"You look very handsome, C.C." Maxwell's voice suddenly said and she turned around to give him a peck on the cheek.

A moment later though excited whispers passed through the crowd and C.C.'s attention was drawn to the staircase on which an unfamiliar brunette woman was posing for her grand entrance.

"Who is that?" she asked pointedly.

"That's," Maxwell began, following her eyes and a small smile appeared on his lips "the nanny."


	13. Dealing With The Unexpected

**Hello,Hello!:)Well, this has taken me quite a while to write and it's also a bit shorter than my normal chapters but here we are. I hope ya enjoy this as I'm still not very happy with it...The whole deal about Fran being only there for 1 day is about when Max fires her after he catches Maggie kissing that boy etc. No idea yet when the next chapter will be up nor how long it'll be but we'll see, I had a little Nanny marathon today so I'm kinda getting a couplea more ideas!;) R&R please!**

**Disclaimer: I don't own anything...**

**Chapter 13:Dealing with the Unexpected**

Not in a very long time had C.C. Babcock felt so confused as she was doing now. She hated it when things occurred unexpectedly, or without any apparent reason, she liked being in control, especially when it came to her emotions. The sudden appearance of Fran Fine in her life, however, was one of those occurrences she couldn't have expected in a million years. And she didn't like the look of her at all and that didn't simply mean her beauty… Nanny Fine was one of those people C.C. was least likely to spend time with, someone she would avoid on the street by any means possible. But all of that was behind her now, she had only been part of her life for a day, a mere passerby and luckily Maxwell had come to his senses, seeing for himself what damage such an inexperienced person could do.

"Hello, Hello!" she exclaimed, striding into the kitchen.

Niles was busy preparing some sort of salad but wore a smug little grin that instantly made her feel sick to her stomach.

"Good morning, Miss Babcock!" he greeted her.

Yes, something was definitely wrong.

"Whatever you've got up your sleeve, Bellboy, you can just forget it, nothing's going to irritate me today." she said firmly, tapping her fingers against the empty mug in front of her.

"Are you quite certain?" he challenged, his eyes shining with mischief.

"Yes." she repeated, though she knew that he had caught that she was wavering.

"Nanny Fine is back." he said with a big grin.

"How?" she nearly yelled, but before he could reply a nasal voice pierced the air.

"Nyules, the kids wanna sleep in, stop annoying Miss Babcock."

C.C. sighed, covering her ears.

"I think you just woke them up yourself with that voice." she said to the brunette who appeared on the backstairs, this was as polite as she could possibly be.

"And you're certain you're not on ya period?" Fran questioned, oblivious to the awkwardness she was creating.

"You're too kind, Miss Fine, but you do realize that Miss Babcock is ancient." Niles used the opportunity for a zinger.

Fran immediately broke into fits of loud laughter, causing C.C. to cover her ears once more.

"Isn't that sweet?" she said, when Fran had finally stopped "the butler has found himself another domestic to play with."

"Well, at least the butler came equipped with a functioning heart, unlike the Ice Queen." Niles replied sarcastically.

"I'm glad to hear it, coz clearly he's lacking other…equipment." C.C. mocked, leaving the room in a rush.

"Wow, she's a charmer, I really dunno how ya deal with her…" Fran commented, after having noticed that the sentence had had no apparent effect on Niles.

"It's been 16 years, Miss Fine, I had no other choice but to move past the basic survival training."

Fran laughed again and smacked his arm, before heading into the dining room, leaving Niles to notice with a smirk that she was wearing her dressing robe again for breakfast. He was glad that Maxwell had persuaded her to stay, a couple of months ago it would've been unthinkable for the man to care about anyone but himself, openly at least. But he had taken Niles' advice, which was a surprise in itself, and had followed Fran home. Niles had seen it, of course, the moment he had opened the door to the young, flashy woman. Somehow she was just what this family needed, a hint of colour that had gotten lost in the darkness of grief. She was different enough not to remind him of Sara, but at the same time caring and humorous and able to break through the walls of the stiff British producer. Somehow Niles simply knew that she would get to him eventually, no matter how long it would take…the most important thing was that it had already begun. The fact that C.C. was livid was only an added bonus…

* * *

Breakfast was a disgustingly cheerful affair, something C.C. gladly would've skipped, seeing as she had lost her appetite the minute Fran had stepped into the room. The worst part though was that C.C. wasn't blind, she was quite capable of noticing the effect this woman had on Maxwell, an effect _she_ clearly seemed to lack, as well as the fact that the kids seemed to worship her, even though they had only known her for 24 hours. She was spending so much time picking around in her food, that she barely registered Maxwell excusing himself to go to the office.

"What are you looking so glum about, Babcock?" Niles asked, snapping her out of her reverie "Did someone cancel your credit cards?"

She sighed, looking up to find his dark blue eyes watching her with an interest that was only hidden behind his mockery.

"When did…" she paused, somewhat unwilling to even say the name of that dreadful person "_Nanny_ Fine arrive here?"

He grinned at her, happy that his conclusion had been right, Babcock felt threatened by the new woman in the house.

"Well, she arrived yesterday morning." he said, clearing away the dishes from the table.

Niles was aware that C.C. was watching him intently, expecting to hear more, but he wasn't going to give in to her that easily.

"And?" she asked, desperately trying to control her temper.

"What? You only asked me _when _she arrived, you didn't ask for any details." he grinned innocently.

"Do I actually _have _to ask?"

"Yes." he persisted, his grin broadening.

C.C. grumbled in annoyance before saying with faked sweetness: "Niles, would you _please_ tell me why Nanny Fine was hired and please include _all the details_."

"I like her and Mr. Sheffield happens to agree with me." he simply said with a light shrug of his shoulders, before exiting the room.

"NILES!" she yelled, but before she could attempt to follow him, Maxwell appeared at the door.

"C.C., you really shouldn't stand around gossiping the entire day, there's work that needs to get done." he said and C.C., who couldn't really argue without giving away how curious she was, just nodded and followed him upstairs.

It didn't really strike him that the usually so witty blonde remained fairly quiet throughout their journey to the office. They had just arrived and C.C. had sat down on her usual spot, rifling through pages of documents, when the door burst open again and Fran Fine shimmied inside.

"Ah, Mr. Sheffield," she began, the nasal quality of her voice causing the throbbing at C.C.'s temples to return "I have to ask ya something."

"Yes, Miss Fine, and please get to the point, C.C. and I can't afford to lose any more time."

"Oy, Mr. Sheffield, do you always gotta be so stressed? Ya know, at your age, ya might wanna watch the old blood pressure." Fran said, hopping up on his desk.

C.C.'s eyes nearly popped out when she noticed Maxwell's glance moving from the brunette's legs up to her thighs and the short skirt that didn't leave much to the imagination. Although his first intentions had been good, Maxwell now found himself quite incapable of letting the young woman go. By now Fran was talking so fast that she produced strings of letter combinations that didn't even seem to make sense, but somehow he didn't care, as long as he could watch her.

"Nanny Fine, your point!" C.C. roughly interrupted.

"Oh yes, sorry, I need some money to take Maggie out shopping, no young girl should be forced to run around in a beige dress, unless she's like Val's friend Bertie who-"

"Miss Fine!" Maxwell finally interrupted, already getting his cheque book out.

"Alright, alright, geez, you don't have ta shout. Meanwhile, should I get ya a new pack of tampons, Miss Babcock?"

"I'm not on my period!" C.C. yelled, finally losing all control.

"Alright, Babs, not everyone needs to know that you are going through the change." Niles commented who had chosen that exact moment to enter the room.

Fran exchanged looks with Niles and gave him the thumbs up sign with a smile on her face.

"Should I get ya a new outfit as well?" she then asked Maxwell.

"No, Miss Fine, I'm quite happy with the suits I own."

"Not ta criticize ya, Mr. Sheffield, but suits are _all_ you own, why not spruce it up a little? With a tuchus like yours…oy, I'm hot already…" Fran continued, fanning herself with her hand.

C.C. dug her nails as deeply as she could into the arm of the loveseat, praying that Maxwell would tell her off for such inappropriate behavior, but the man actually seemed to enjoy it.

"Men…always thinking with their-"

"Jealous, are we, Babs?" Niles said in a hushed voice, making sure that only she would hear him "I don't blame you, a beautiful woman is what this house has been lacking, and one as young as Miss Fine.."

"Beautiful? Please, I think "cheap" is the word you're looking for!"

"Just goes to show that money isn't everything." Niles muttered quietly.

C.C., who finally caught the bitterness in his tone, looked up at him.

"Maxwell could have me: a rich, successful business woman."

"And yet he seems to choose Miss Fine." he said with a smug grin.

"Nonsense, they only just met!" C.C. interrupted, balling her fists.

"Sometimes that's all it takes…" his voice trailed off.

She swallowed, suddenly rather uncomfortable with his candor.

"That and intelligence."

"I'm not stupid!" she growled, offended.

"And still Mr. Sheffield seems smart enough to see that sometimes class doesn't matter." he finished, moving over to set the tray down at the table.

This seemed to signal the end of Maxwell's and Fran's conversation, as she suddenly hopped back off the desk and straightened her skirt.

"I'll get ya somethin' sexy…I mean…appropriate Mr. Sheffield, Sir." she said, hurrying towards the door.

"Yes, Miss Fine, do that. And please make sure Margaret gets something…that's right for her age."

"Of course!" Fran said, mumbling under her breath "The girl's only 16 once…let her live."

No, C.C. Babcock really didn't like unexpected situations… and Fran Fine had to go, before things would run even more out of hand.


	14. Bonding

**Hello, Hello!:) I just quickly wanted to thank you for the lovely reviews and a big thanks to those of you who are reading this and/or adding it to their favourites, putting it on alert etc. !:) So we're already on chapter 14 and slowly our favourite couple will get closer again!Just a little note here as well, I'm going to Sweden for a month come tomorrow, but we should have an Internet connection at my mum's new apartment, but I just wanted to let you know just in case something does go wrong. R&R please and I hope you'll enjoy this chapter!**

**Disclaimer: I own nothing but a headache...**

**Chapter 14: Bonding **

Although C.C. had sworn to get rid of Nanny Fine somehow, nothing seemed to work. Every time she thought that Fran had messed things up horribly she would always find a way to get back into Maxwell's good graces and C.C. begrudgingly had to admit that although not very intelligent, the woman was at least resilient. Of course, C.C. herself had concocted plans to send the dreadful woman back where she belonged, but somehow she always failed, sometimes even so bad that Maxwell or Niles noticed what she was up to and she was, once again, the bitch of Broadway. She sighed, releasing the smoke she had inhaled when taking a drag from her cigarette. Feeling lonely was one of the worst experiences a person could make and in C.C.'s case this could only be topped when feeling alone while being surrounded by other people.

She hadn't grown up in a family in which love was a natural given, as it was the case in so many other families, love needed to be achieved, worked for somehow. Her mother had always taken particular pride in the Babcock family name and her father, well, as long as one had a successful career it was impossible to feel lonely, wasn't it? When her parents had split up she thought her mother was going to fall apart but that her father would be fine, seeing as he still had his job. Then one evening she had tiptoed past the library, only to find her dad hunched over a couple of books looking smaller than he had ever done before. He didn't cry, he didn't need to, she could tell by his posture that he had lost something vital and as quickly as that the first doubts crept into her head. If work was all it took to keep someone going, then why did he look so broken? Careful not to make any noise, she had sneaked inside the room, approaching him from behind. She had tried to collect all her courage, before wrapping her arms around him and pressing her small body against his back. Her father didn't even flinch but accepted her love wordlessly and as she tried her best not to cry, she drew strength from knowing that she seemed to have done something right. And so it would be for a long time after, she would always try to be the strong person, without getting anything back. That was until she had met Sara again after all this time, seeing her every day with Maxwell and Niles and later on the children had given her a sense of what a family could be like. Of course she was aware that she had never been as accepted as the butler had been, but it was so easy for Niles to share his love, to be open and unafraid that he might get hurt. She, however, had been brought up believing that if she ever attempted to open her heart, she'd get hurt.

And now that Nanny Fine had entered the household the Sheffields were finally becoming a family again, the difference being, that C.C. wasn't part of it. She didn't know, at least not consciously, what she had done to deserve the icy treatment of the children, but she found it frustrating that, despite her cold exterior this simple fact managed to hurt her. But somehow she thought that there was no way out now, Nanny Fine had been cast as the heroine and she as the villain, so why even attempt to change what was a natural given? Every time she watched the woman interact with the children she found herself acting like her mother: She told tales of her own childhood, but not with the bitterness she actually felt, but with a certain pride in her tone. She knew that things were getting out of hand, that by doing so she kept losing pieces of herself, but somehow she didn't know what else to do…how could she change if no-one saw her for who she was?

"I know they call you ice queen for a reason, Babs, but aren't you the least bit cold out here?" the butler's voice asked and startled her, for she hadn't even heard him enter the balcony.

"I was just smoking, you know that Maxwell won't allow it in the house." she muttered, realizing only too late that she had long since finished and the remains of the cigarette were scattered across the floor.

"Is the nicotine finally clogging your brain?" he asked, humour mixing with worry in his tone, as he swept up the ashes and the stub.

"I'm stressed… I have a lot of things on my plate, right now." she found herself answering truthfully.

"I noticed, you've been smoking like someone determined to kill himself." Niles commented, surprised by her honesty "Though I pretty much doubt that it's work related."

"What's it to you, Butler Boy?" she snapped, suddenly feeling the need to withdraw from his warmth.

He shrugged and continued working for a while, before he fixed her with his deep blue eyes. "I just needed a hobby. You know, not everyone has as much time on their hands as you do to focus all their energy on devising plans and schemes.."

"Where are you going with this?" she snapped.

"Your desperate attempts to get rid of Miss Fine." he said.

"Should've known you wouldn't like it, she's practically your love interest, the amount of time you two are spending together."

"Oh careful there, Babs, you almost sound jealous!" he smirked.

"Yes, Niles, you can see right through me!" she mocked with a dramatic gesture "I can't even make up my mind whom I am more jealous of: Nanny Fine because she's got you wrapped around her little finger, or you because you're wasting your time with a woman who could never replace Sara!"

Nothing but silence followed, making C.C. aware of the little hints of truth that were hidden behind her sarcasm. The softness in his eyes startled her and made her feel extremely uncomfortable at the same time. She willed herself to come up with a witty phrase, something that would make her last sentence seem less important but her mind was still trying to deal with the overwhelming sensation of longing she felt for that man right in front of her.

Niles, in the meantime, was also trying to find the right words. Seeing C.C. Babcock speechless was a rare occurrence and he knew that he had to make the most of it, but the trouble was where to begin? Should he mention her obvious jealousy over the friendship he and Fran shared or should he ensure her that Fran would never replace Sara but, at the same time, was a much needed mother figure for the children? It was almost ridiculous how important this decision would be, he couldn't afford to slip up. He mused that it was almost as crazy as if trying to pet a crocodile…the only difference being that the crocodile would swallow you whole, while C.C. would enjoy toying with you beforehand.

"Miss Fine is not as bad as you think." was what he finally settled for.

"She's walking around in a mini skirt at her age, yes, I can see why you and Maxwell wouldn't mind that at all." she said frustrated.

At the mention of his employer's name something snapped inside him and his temper flared up at once.

"To think for a moment that you'd even care about Sara being replaced! You are just mad because Nanny Fine is twice the woman you are and is wooing Maxwell easily, while you have been trying to get into his-"

"NYULES!" Fran's voice pierced the air and luckily stopped him from saying even more things he would later on regret.

"Coming, Miss Fine!" he yelled back , tightening his hold on the broom, before looking back at C.C. who stood there with clenched fists "The sooner you realize that Miss Fine is good for this family, the better, because otherwise you will end up alone…oh wait, you already are!" and he whirled around, leaving C.C. on the balcony.

She stared after him for a while, before snapping open her purse and lighting another cigarette. He was right, of course, Nanny Fine was young and vibrant and Maxwell was hopelessly devoted to her, like it or not. But that wasn't really what was on her mind, it was that damn confusing butler. One moment he would look at her as if he understood what was going on inside her and then the next he would insult her. How could she even attempt to go back to the way they were when he kept being so unpredictable? Good lord…he was right about that too, she_ did _miss him…

Niles wasn't really surprised to find Fran Fine in her room trying on different outfits- her voice could travel very far.

"Yes, Miss Fine?" he asked politely, knocking on the door to alert her to his presence.

"Come in here, Nyules!" she yelled, looking at him through the mirror.

He covered his ears with a smirk and said: "Miss Fine, I am quite happy to keep my hearing for a few more years."

"Stop being a shmegegge and help me." she said, tugging at the gold sequined top she was wearing.

"As much as I'd love to get you out of that outfit, I wouldn't want to make Mr. Sheffield jealous." he said with a grin.

"NYULES, YOU'RE A GENIUS!" Fran exclaimed, her voice growing shriller by the minute.

"I wasn't being serious," he hurried to say "besides, I don't think it would be appropriate to use me to make Mr. Sheffield jealous, I really cannot afford to lose my job."

"Serious or not, the idea is what I needed and I don't wanna offend ya, but really Niles…why would I even try ta make him jealous with ya? I need someone young and sexy…oy, first I needa showa though, I'm all vershvitzt."

And with that she shooed him out of the room. He rolled his eyes, it was always good to know one could be of assistance…Apart from another hit that his self-esteem had taken though he was almost certain that her plan wouldn't work. Yes, Mr. Sheffield would be jealous because he was clearly very taken with her, but Niles had tried all of that before in an attempt to get them together… but it hadn't worked, Mr. Sheffield would always find a way out. He shrugged and made a beeline for the kitchen.

* * *

He didn't see Fran again for the rest of the day and could only assume what she was up to, when he heard Maxwell yelling "Miss Fiiiine!" He switched on the intercom to find out what the brunette had done this time and realized with a smile that surprisingly her plan seemed to have worked. From the ongoing conversation he could gather that Fran had had a series of dates, all conveniently ending somewhere where Maxwell would stumble upon them, always locked in a heated kiss. At first he had been raging with jealousy but then after Fran had been dumped several times, had felt so bad that he was determined the only man to cheer her up was him. Niles could clearly detect the triumph in Fran's voice, seeing as she had orchestrated it all to be that way, now the only person that could destroy it all was… "Hello, Hello!"

Without a clear plan of action in mind, Niles ran through the kitchen and headed towards the office. If C.C. would manage to change Maxwell's mind again Fran would be devastated, leaving Niles to listen to her whining for hours and providing her with an overwhelming amount of food. Barging into the room instantly all eyes were on him and he quickly wiped the sweat from his forehead, before saying:

"Miss Babcock, New York taxis called, you left your dog in the cab again."

"I'll pick him up later." C.C. said with a dismissive wave of the hand.

"Well, he tried to escape and ran on the street where he got hit by a bus."

For a fraction of a second he doubted that she would even believe him, but to his surprise, C.C. jumped to her feet and bidding goodbye ran from the room.

"Little Chesta?" Fran began to cry "But he was such a cute little boy…I can't believe he got killed."

And she willingly moved into Maxwell's waiting arms.

"There, there, Miss Fine, it's not so bad. What do you say, you pick something nice to wear and I take you out for some lobster?" he offered.

"I couldn't eat a…meanwhile, dontcha like what I'm wearin' now?"

"Of course I do, Miss Fine, I just thought maybe you wanted to wear something special, given the occasion, maybe even something Chester would've liked!" he tried and behind Fran's back, Niles was giving him the thumbs up.

"Alright and I could wear my red stilettos, he always loved ta play with em…"and with that she freed herself of Maxwell's embrace and walked towards her room.

"Nice safe, Sir." Niles commented dryly, before moving on to discuss his employer's outfit.

* * *

Late that night Niles was sitting at the kitchen table, spooning large amounts of ice cream from the Ben&Jerry's carton in front of him. He didn't want to feel depressed but somehow he couldn't help it. Earlier on he had seen Maxwell and Fran out of the door and although still in "nanny and the boss" mode, the look in their eyes had given them away. And suddenly a wave of melancholy had hit Niles, the desire to feel what they were feeling so strong that he had to stop himself from going out to a bar and pick up the next best woman. Even if he had done so it wouldn't be the same, it wouldn't fill the void in his life. Although, come to think of it, it wouldn't do any harm to see a sexually attractive woman once in a while.

"I cannot believe that you would stoop so low." An angry voice said and he found himself confronted with a furious C.C. Babcock "I know you hated me, but to tell me that my dog was dead…if that's your idea of a joke then you're really sick!"

He saw her fingers curl around a mug on the counter and flew to his feet, expecting her to hurl it at him any second.

"Have a seat, I'll make you a cup of tea." he said with a calm he wasn't really feeling.

"You don't seriously think I would-"

"Sit, Babcock!" he said again "Like a good doggie."

The last statement was seemingly too much as C.C. was at his throat in an instant. Blinded by fury she tried to hit him and scratch him, any way to hurt him,but he easily blocked her assault and wrapped his hands around her wrists to keep her still.

"You are behaving like a child." he said calmly.

"You told me my dog was killed!" she spat, tears springing to her eyes before she could help it.

"I thought you didn't even care about Chester."

"Of course I do!" she practically yelled now, using the opportunity to punch him once he let go of her.

She had hit him hard and he felt the bruise that was surely to develop just beneath his collarbone.

"I should've known, I'm sorry." he apologized, observing the stormy blue of her eyes as she fought desperately for the last shreds of dignity "But I had my reasons.."

"Probably something stupid concerning Maxwell and Nanny Fine…" she muttered, turning around to sit down at the table.

"I just want them to be happy." he replied with a shrug and proceeded to put the kettle on as if nothing had happened.

"Look where that's gotten you." C.C. scoffed, gesturing around the empty kitchen.

"At least they might-"

"But will they thank you?" she asked rhetorically "Will they even think about you if they get together? I saw them a few weeks ago, when Maxwell kissed her to thank her…they like each other, but trust me once they are together you won't be the great hero. You may fight for them now, you might fight me because you think I'm the bad one but at the end of the day, Niles, you'll end up alone, just like me!"

He stared at her while she spoke, shocked by all the bitterness that came bursting out. Numbly he added sugar to her tea and began to stir it, musing that she was right as well- there was only so long that he could spend living off other people's love. Caring for others brought satisfaction, of course, but it wouldn't quench _his_ thirst for warmth. And C.C. was similar; always carrying the weight of other people's problems she would be the last one to receive something herself. It wasn't an epiphany, he had known that before, but through years of pretending he had temporarily forgotten that she wasn't naturally a bad person- just complicated. Placing the mug in front of her, he drew up a chair and sat down next to her.

"I'm really sorry about Chester, I shouldn't have done that." he apologized again and with a slow nod his behavior was excused "That doesn't give you the right, though, to steal my spoon."

A wicked grin stole across her features as she lifted a full spoon from the carton to languidly lick the ice cream off.

"You better get your own spoon, Dust Buster."


	15. Risky Business

**Hello everyone!:) This has taken me a little longer to write, but I hope it'll be ok seeing as it's longer than the last couple of chapters. Lots of stuff happening as well and Niles and C.C. are finally getting closer again. I just wanted to say again that this is where I start using certain moments from "The Nanny", but not in chronological order and also just as a point of inspiration. I hope you'll enjoy this, please read&review as my mum's getting annoyed at me for constantly asking "Are you sure it's still good?No-one's reviewing anymore."lol **

**Disclaimer: I don't own anything, but I'm weirdly obsessed with Niles and C.C.!**

**Chapter 15: Risky Business**

For the very first time in a number of years Niles Brightmore felt happy. Thanks to Fran Fine's influence the Sheffields were becoming a family again and after all the arguments and the insult him and C.C. were on a fair level of acceptance. Sure, he wasn't feeling content because there were still things in his life that were missing, but at least it seemed as if Nanny Fine had taken some of the burden off of his shoulders. Her greatest accomplishment so far had been to somewhat reconcile Maxwell with the idea of his dead wife Sara. Niles had thought that his final hour had come when his employer had stumbled across the boxes he had so carefully hidden in the cellar. His shouts of anger and pain had finally drawn Niles downstairs but he had stopped dead, when he saw Sara smiling up at him from photographs scattered across the floor.

"Explain." Maxwell pressed.

"Well, Sir, I-"

"I thought I had asked you to get rid of these." he continued, not even waiting for Niles to reply.

"Yes, I do remember, Sir. But when I looked through Mrs. Sheffield's things, I came to the conclusion that they couldn't just be thrown away."

"So you decided to keep them?" he exclaimed, firmly gripping the frame of one of the pictures.

"What's all that screamin' about?" Fran interrupted, shimmying into the cellar and past Niles.

"Miss Fine, would it be of any use to ask you to stay out of this?" Maxwell asked, now not only glaring at the butler but also at the brunette.

"No, not really. Meanwhile, where is all this hostility comin' from?"

"When Mrs. Sheffield died, Mr. Sheffield asked me to dispose of all her belongings which I didn't do because I thought he would regret it someday. But somehow he is incapable of realizing that it was done with his best interest in mind!" Niles said, only looking at Maxwell.

"You didn't follow your orders." Maxwell barked.

"They weren't orders, you had asked me to do this as a friend, something that you so conveniently seem to forget." Niles bit back just as harshly.

"I think that Niles was being very sweet," Fran interjected and when Maxwell opened his mouth she hurried to say "however, _however, _maybe he shoulda told ya about it before you just found it by yaself."

"Miss Fine!" both men yelled in union and the young woman ducked, hands protectively over her head.

Fran hadn't let it go though and when Mother's Day approached and Gracie revealed to her father that she didn't remember her mother, Fran had given him a look that suggested he'd retrieve the boxes from his cellar. It had been a bittersweet moment and yet vital because now the topic could be addressed openly.

* * *

A year or so later the progress was remarkable and Niles found it easier to deal with the fact that he wasn't needed as much anymore as he used to. Actually, he was rather glad for the moments that he got to spend on his own and that was why he pretended to be sick when the rest of the family went on a trip to Atlantic City for a canasta tournament. He saw them off with a burgundy scarf wrapped around his neck and tissues up his sleeves, but the moment the door closed and he was on his own in the house he took off the stuffy clothes and did a little victory dance of freedom. He spent the entire first day doing nothing: no dusting, no cleaning, no cooking. On the second night while he was enjoying some Chinese take- away, he suddenly grew bored of the silence in the house and switched on the radio. He listened to a couple of tunes while finishing off his meal and then decided that a shower was in order. He slowly stripped out of his pants and began to unbutton his shirt when a song caught his attention. "_Just take those old records off the shelf, I'll sit and listen to 'em by myself". _At first he subtly began to move to the beat of the music but finally he threw all caution to the wind and turning up the volume, grabbed hold of his feather duster and began to dance and sing properly. It was crazy and nothing like the stiff butler everyone viewed him as but god, it was fun!

When C.C. Babcock entered the house that night the last thing she expected was to be confronted with a bum-shaking butler only dressed in a pair of white boxers and a dress shirt. Completely shocked though she was she somehow felt compelled to watch him and begrudgingly had to admit that he could move very well in an almost sexy way. She couldn't help it either that her eyes moved south to steal a glance at his booty he was so skillfully swinging right and left. Had she seen the look on her face though that was naughty, to say the least, she probably would've been incredibly dissatisfied. For now though watching the butler was all she wanted to do, no reflection needed. As she observed his movements she suddenly realized that his rich baritone mingled with that of the singer's. He was good, he was _really _good! Though she usually hated to admit that there was anything positive about the butler, it was a completely different story when she saw real talent. Though clearly she wouldn't let him know that just yet… Only a second later Niles finally turned around and C.C. was almost certain that she could see his blue eyes widen in shock behind the sunglasses he was wearing. She fixed him steadily, a wicked grin tugging at the corner of her mouth as she waited for him to speak.

"You realize of course now I am going to have to kill you." he said dryly and she smirked.

As her eyes trailed over his face and to the skin that was revealed when his shirt had moved, she tried to remember where she had heard that line before. When realization finally dawned on her, she replied: "In the words of a certain butler: I am willing to take that risk."

The warmth of memories they had in common created such familiarity that C.C. found herself stepping closer towards him, until she could almost feel the rise and fall of his chest.

Though being caught dancing in his underwear wasn't something he was particularly proud of, the whole situation had taken a turn he hadn't expected. He wasn't sure what was going on in the blonde's head, but anticipation held him rooted to the spot, mere inches between them. Her light blue eyes darted nervously from his hairline to his lips and he could almost physically feel her nervousness. He, on the other hand, was still bowled over by her beauty. The dark blue coat she wore was tightly wrapped around her, pronouncing her gorgeous figure, and her blonde hair had grown slightly, one side was usually tugged behind her ear. He passed his feather duster to his right hand, lightly brushing over her body in the process and he swore he heard her sharp intake of breath. Then he slowly lifted his left hand to take off his sunglasses and to give her a chance to read the expression in his deep blue orbs.

"Would you like me to take your coat?" he asked quietly, when another minute had passed without either one of them speaking.

She vaguely nodded, still dazed by the intensity of the moment. He put the feather duster down on the table and then walked around her, placing both hands on her shoulder.

"What are you doing here?" he whispered into her ear, while she slipped one arm out of the coat.

She swallowed, the scent of his cologne making it impossible to think.

"I came to talk to Maxwell," she managed and instantly Niles stepped away.

She knew that he had taken off her coat and was now hanging it up and yet a part of her wondered if the distance had to do with the mentioning of her business partner.

"Mr. Sheffield and the rest of the family are in Atlantic City." he informed her politely "They won't be back till tomorrow evening."

"How come he just gets to take days off he can spend with that hussy while I'm struggling to find a possible actor for our backer's audition next week?" C.C. asked, walking over to the sofa.

"Well, maybe he just gets his priorities right." Niles suggested quietly.

"Yes, that's the kind of answer I'd expect from a butler. You have no idea how important work is in our circles." she snapped, nervously twisting her fingers.

"I think what you really mean, Babs, is that no-one realizes how important work is for _you_. But I can imagine what it must be like, home alone like a dog every night…" his voice trailed off and his eyes narrowed.

"Takes one to know one." she tossed out easily and smiled when he began to laugh.

"Well, at least I've got you to entertain me." he said gently and sat down next to her.

"So is that what you do whenever you've got time off?" she suddenly asked, eyeing him closely from head to toe.

"Surprised?" he growled in a low voice and she blushed.

"Actually I think "pathetic" is the word you're looking for…you and your feather duster, you must be very bored."

"I've said it once, I say it again, you just don't know what a good team her and I make." he said, wiggling his eyebrows suggestively.

For a moment he had the great pleasure of watching her squirm in her seat, before she practically jumped to her feet.

"Maxwell isn't here so I should probably go back home."

And she walked around the couch and towards the closet. Niles let out a resigned sigh and followed her.

"Alright, good night, Miss Babcock." he said softly and following an instinct reached out to squeeze her hand "And you know, if you get too lonely…"

"I won't." she simply said, avoiding his eyes.

"But if you do," he persisted "then you know where to find me."

"Yes, dancing with your feather duster." she replied with an amused glint in her eyes "Good night!"

When the door closed behind her he did something rather uncharacteristic and leaned against it, closing his eyes and let out a sigh while a big smile swept over his face. The spark was back, that something that had made their relationship so special… and she had felt it too, despite the whole business with Maxwell..

* * *

Two days later Niles was still happy whenever he thought about that moment and so he kept humming different tunes while dusting as he attempted to commit all the nuances of her face to his memory.

"Maxwell, I'm telling you. if you don't jump on this we'll never make it." he heard C.C. say and instantly his eyes lit up by that wonderful opportunity for a zinger.

"Don't let her fool you, Sir," he said sotto voice, without even turning around to look at them "only because she's so desperate-"

"Can it, Niles, I'm actually trying to do something nice for you." she interrupted.

At this he finally looked up, wondering if it was worth hoping, what could she have planned that would have a positive outcome?

"C.C. just suggested that we should use you at our backer's audition, Niles."

"Why?" he asked, still not willing to show her how exciting this was.

"That's exactly what I was wondering, old man, it's rather unusual seeing as we don't even know what your singing voice is like."

"Why don't you just trust my judgment?" C.C. questioned.

"Because he's smart." Niles commented and she glared at him.

"I know that Niles can sing, alright? I heard him and I think he'd be perfect for the role, well, at least for the backer's audition."

Niles eyes widened and he still expected to find a camera team hiding behind the column somewhere.

"Why are you being so nice to me?" Niles asked suspiciously.

"I'm only doing it for our show." she shrugged but averted her eyes.

"Alright, if you're so set on it, sing something for me, Niles."

His mind instantly went blank as he tried to live up to everyone's expectations, but finally an old tune came into his head and he began to sing. When he finished C.C., who still wasn't looking at him, was smiling and Maxwell looked quite surprised.

"That was, "he said clearing his throat "not bad at all, you will sing at the audition on Thursday night."

"Ya know, Mista Sheffield," Fran said who had just entered the scene "I don't have any plans for Thursday, if you still need someone to play the female lead." And as she opened her mouth to sing all three people instantly went to silence her.

* * *

In preparation for the backer's audition Maxwell had not only told him what the musical was about, but him and C.C. had also spent an entire evening listening to the different tunes. She was tired and he could see it and yet she explained every detail of the songs to him with a patience that was surprising.

"Miss Babcock," he softly said, reaching out to pat her knee "it's past midnight, I think I'll be fine for tomorrow."

She looked from his hand to his face and smiled weakly.

"You do realize how much depends on this."

"Miss Babcock…" he sighed and she chuckled softly.

"Alright, Butler Boy, I'll see you tomorrow and you better be good."

"Oh Miss Babcock, I'm not known to disappoint." And he winked at her.

The next day, however, he was feeling incredibly nervous and was often found pacing up and down in the foyer, trying to remember the lyrics.

"Niles, there has been a change of plan!" Maxwell said half an hour before the backer's arrived "C.C. and I decided that you should sing "Drawn to you" rather than-"

"You're telling me now?"

"Yes, well, we decided that a romantic song tends to be more influential and you know it all, old man."

And with that he patted his back and left. Niles swallowed, suddenly more nervous than before, which had only to do with the song choice. He couldn't perform this, not with C.C. in the room, not when the words had carried a deeper meaning from the first time he had heard them. But having been given such short notice, there wasn't really anything he could do about it. He caught a glance of C.C. just before he had to go on stage and it took all his strength not to stare. She wore her trademark high heels as well as black business pants, but underneath the black blazer she only wore a white corset that pushed up her breasts far too high for any man who still wanted to think properly.

"Without further ado, I give you Niles Brightmore."

And as everyone clapped he took his cue and entered the stage. The entire den of the Sheffield residence was filled with people and to his right in the back he saw C.C. and Maxwell, watching him expectedly. He gave a polite nod to the audience and swallowed, this was it. The pianist played a short introductory melody and then it was time to sing.

"_I'm drawn to you as a moth to the light. _

_I'm drawn to you as a nightingale to the night. _

_And it's not just that you're beautiful though heaven knows you are, _

_but something between us goes deeper I find._

_ I'm drawn to you by some strange magic art _

_that has to do with the mysteries of the heart, _

_just as though I had known you when dark and dawn were new, _

_I'm drawn to you!"_

Throughout all of this he was looking at the audience, avoiding by any means possible to look at C.C. or his employer, or the curious nanny who had sneaked into the room and was now listening, her mouth agape. As the pianist played his solo, Niles closed his eyes, oblivious to the smile that slowly crept across his face, only feeling the sensations the music created again. As he sang the final line he opened his eyes and instantly found a pair of light-blue ones. While Maxwell was looking around the room to observe the effect, C.C. was only focused on Niles and she was smiling. When the song came to an end the room was filled with the sound of polite applause and Niles took a bow and exited.

"Nyules," Fran exclaimed slapping him playfully "why didn't ya eva tell me you could sing!"

"I didn't think it was of importance." he said humbly, although he was having a hard time hiding his grin.

"Ah you just happen to live in the home of a Broadway produca and ya didn't think it was important? Oy, ya gentiles can be so dim sometimes!"

"Good job, old man!" Maxwell said, bursting through the door behind him "you won them over, they are willing to invest in the musical!"

He nodded, somewhat disappointed that C.C. hadn't turned up and absent-mindedly began to play with the towel.

"Oh and by the way, old man, we are running a little low on dip, could you possibly buy some more?"

"I guess my five minutes of fame are over." Niles sighed and left the kitchen to get his jacket.

Just as he had made his way through the crowd of backers and reached the door, someone touched his shoulder. He turned around, still putting on his jacket and observed the blonde woman in front of him who seemed at a loss for words.

"Satisfied?" he asked smoothly, raising an eyebrow.

"It was alright considering the short amount of time you had." she smirked "But why are you leaving? Hopefully not thinking you can win the next Broadway audition."

"No, I'm out to buy some dip…a butler's duties are never done."

For a moment he saw something like pity flicker in her eyes but then she shrugged and said: "Good, wouldn't want to quit your day job."

"Anything I can get for you while I'm out?" he asked, turning to open the door.

For a second she had the crazy idea of telling him that anything he'd get would be fine, but then she decided to shake her head.

"Alright, you should probably get in there and threaten…sorry, I mean, woo some backers." and he smiled at her before leaving the house.

Unbeknownst to C.C. she still had a dreamy smile on her face and she walked back into the den.

"Miss Babcock?"

"Yes?" she asked, eyeing the dark-haired man who had approached her.

"I would love to discuss the possibilities of investing in your play…over dinner ,perhaps?I'm Chandler Evans." and he lifted her right hand to his lips.


	16. Exit Niles, Enter Chandler?

**Hello everyone!:) Thank you so,so much for all your lovely reviews, I couldn't quite believe it! (feel very free to keep that up!lol) Ok, there are a number of things I wanna say here...first of all I forgot to mention last time that the song Niles sings "Drawn to you"is from "The Anastasia Affaire"and it's very worth listening to it! Now for this chapter I have skipped a little ahead, you'll see what I mean, so it's no longer in chronological order! The song that's playing on the radio and that Niles is humming along to is, in my head, "Since I fell for you", listen to it, there's a rather lovely Barbra version on youtube! Ok...and finally, I don't know when I'll be able to update next...I shall attempt to do one more before the weekend but then I'll be in Oslo for 1 week and my mum gets to keep the laptop...so it's very likely that there won't be an update for a week,just to warn you!lol And also, just in case you were wondering,there are 6 more chapters left to write!;) Please,please, please read and review!Tell me what's wrong with it or what you liked etc., I'm keen to hear it all! I shall now bugger off and watch "The Nanny" on SuperRTL!lol**

**Disclaimer: I don't own anything apart from my newly acquired earrings that are true C.C. Babcock style!^^**

**Chapter 16: Exit Niles, Enter Chandler?**

"So Miss Babcock, tell me, why did you arrange an appointment today?"

C.C. who had been studying her hands in her lap now looked up at the psychiatrist sitting in the armchair opposite her. Dr. Bort was several years her junior and C.C. could remember that this had been an issue to begin with. The Babcock women, though just as beautiful as dangerous, were known to struggle at least once in their life, however, none of them were known to face their demons. But when Sara had died and C.C. had found herself strangely attracted to Maxwell, she had decided that maybe therapy sessions were in order, as a means of gaining absolution for an otherwise inexcusable behavior. Dr. Bort wasn't a well known therapist which had comforted C.C., seeing as it would increase the likelihood of no-one ever finding out what she was doing. The downside, however, was that Dr. Bort was young and with her 29 years much too inexperienced in C.C.'s books. Unfortunately for her she hadn't found out about that little tidbit until the woman herself had opened the door and asked her into the office. And since Babcock women weren't really known to flee either, C.C. was stuck.

In their first session she had eyed Dr. Bort just as closely as she was doing now. Nothing from her curly auburn hair to her soft doe- eyes had reassured C.C. that she had chosen the right person but then she noticed something the therapist hid behind her youthful appearance, something that could be found in the small details, a kind of deep calm, something that slowly crept up on C.C. and made her want to trust that woman. But she had soon learned that she couldn't use the sessions to justify her behavior, for Dr. Bort would stop her every time, as well as that therapy was a hard and long process, especially seeing the state of denial she was in. And slowly C.C. began to wonder if it had always been there, that vigilant look behind the reading glasses or if it had recently developed like the wrinkles and frown lines that were now drawn across her face, marking her like the histories of her many patients.

"Miss Babcock, what is it that you wanted to talk about?" Dr. Bort asked again, absent-mindedly playing with the pencil in her hand.

"I'm in a relationship!" C.C. blurted out before she could stop herself.

"And what about that relationship don't you find satisfying?" the therapist probed.

"What makes you think I'm not happy?" she snapped defensively.

"I never questioned your happiness, Miss Babcock, I merely asked which aspects are not satisfactory?" the woman repeated and C.C. could tell by the glint in her eyes that her choice of words was already carefully being analyzed.

"I know what you're trying to do," C.C. said, crossing her arms in front of her chest "but it's not going to work. The man I am currently seeing is Chandler Evans, he just so happens to be a very well known investor."

"Am I assuming correctly that he'll be financing the upcoming play?"

"Yes, we met at a backer's party where he approached me."

"What does he lack, Miss Babcock?"

"Lack? The man is almost as rich as I am, he's terribly handsome and well known in my social circle."

"Then why, may I ask again, are you here?"

"I-" C.C. stammered, suddenly at a loss for words.

There had been a reason, hadn't there? Why else would she set another date for therapy after she hadn't been for over five years? Maybe Niles was right and she was merely a glutton for punishment… ugh, there was that infuriating butler again.

"I know that frown, what are you thinking about?" Dr. Bort questioned.

"Nothing, just wondering why I'm suddenly siding with the help." she muttered and upon glancing down noticed that her therapist made another note. "Well, Dr. Bort," she continued, rising to her feet while smoothing her skirt "it appears that I have been wasting your time, I don't seem to remember why I came here in the first place."

"I don't believe that for a minute, please, sit back down and tell me how you and Mr. Evans met."

"I already told you," C.C. said annoyed "he was at the backer's party and approached me, said he wanted to discuss a possible business deal over dinner. "

"Did he take you out at that very moment?"

"No, the party was still in full swing and it wouldn't have been professional of me to leave. Besides, later on that evening the damn butler _purposefully _served me hors d'oeuvres that contained sage so I ended up being rushed to the hospital."

"Did he stay with you?"

"Yes, claimed the whole thing had been an accident, that he hadn't known…"

Miss Babcock," Dr. Bort interrupted "I didn't mean the butler, I meant Chandler Evans."

"Oh…" she said, blinking several times, her mind still clouded with the images of Niles by her bedside, apologizing profoundly "no, only the butler and the nanny came along. I spoke to Chandler the following day and he asked if I was still available for dinner, a sage- free meal guaranteed."

She smiled at the memory, though she wasn't sure if it was because of Niles' apologetic face she couldn't forget, or Chandler's wonderful sense of humor.

"What happened at the dinner?"

"We chatted, we talked about business, we even danced a little and then he took me home and gave me a peck on the lips."

"You sound disappointed." Dr. Bort interjected.

"No, I mean, he was…_is _the perfect gentleman…" her voice trailed off.

The therapist nodded lightly, her arched eyebrows asking her to continue.

"_But there's something missing._" A little voice in her head said which she refused to listen to.

"He's safe."

"You're saying this as if it's a bad thing!" C.C. accused, her lips forming a thin line.

"No, you're interpreting it that way." Dr. Bort said gently "It's not wrong to want something else, maybe something that's different than the life you're used to."

C.C. dug her nails into her skirt as she tried to organize her thoughts, to think about the choices she would have. One thing was very clear, she wouldn't allow some quack to take away the possibility of love, of marriage even. From now on she would just have to try harder with Chandler, make sure he was hers and hers alone.

"Apologies again for wasting your time, Dr. Bort," she said once more, rising to her feet "you will have received my cheque by tomorrow morning."

This time Dr. Bort made no attempt to stop her, if years of private practice had taught her anything it was that time could be the therapist's best ally.

* * *

A couple of weeks later C.C. hadn't noticed the change in her relationship with Chandler, if she knew anything at all, then it was that she had wasted no time nor effort to show the man how much she wanted him. And after the stunt that Niles had pulled she took particular pleasure in rubbing it in that she now had a partner while he was still alone. Sometimes when the weariness of a long day's work overtook her she sensed something behind the butler's barbs, something else than their normal animosity. But try as she might she wasn't able to put her finger on it…incapable to realize that it was jealousy that soured the butler's words, though he visibly attempted to pass them off as nonchalant comments. Granted though it wasn't as bad as it had been with Maxwell - somehow her infatuation with her boss and his long-time friend had hit him harder, it was a deep betrayal he still hadn't quite forgiven either one of them. This affair now with Chandler was nothing compared to it and yet it irked him. It was mainly in the small things, the fact that Chandler could make her smile, the way her eyes lit up when she talked about him and yet he was intrigued by the obvious pleasure she found in telling _him_ about it. Had his mind not been so occupied with his feelings of jealousy, it might have even struck him as odd that C.C. never even attempted to show Maxwell what he was missing.

Then suddenly one day, fate had a twist in store for them that Dr. Bort hadn't been able to plan better had she tried. The annual Broadway Guild Awards banquet was approaching and C.C. had been bragging about it for weeks, seeing as she had a partner in Chandler. Niles was just sweeping the den when C.C. breezed through the door, no doubt eager to collect her tickets. He stole a secret glance at her, clad as she was in a tight black dress that stopped just above her knees, but instantly tried to cover up by tossing a zinger her way. She wasted no time in hurling an insult back at him, bringing a smile to his face at her, so often mocked, rapier-sharp wit. After a moment he remembered a letter addressed to her he had found stuffed in the mailbox and handed it to her. He heard her opening the envelope and after hearing her laugh the smile was wiped off of his face.

"Things are heating up with Chandler," she proudly declared "he sent me the key to his apartment. "Dear C.C., you're suffocating me, here's your key back!"

It took all his strength not to look up at her with newfound hope, so instead he resorted to his regular tactic.

"Oh, cheer up Caca, not every owner loves it when the dog tries to be dominant."

But for the first time in a very long while he was confronted with a speechless, blonde socialite. She didn't seem genuinely crushed that the relationship with her and Chandler had come to an end, merely struggling to find fault in her own actions. And as she listed the many phone calls, the gifts and everything else Niles tried to figure out what had gotten into the usually so distant woman, because he somehow refused to believe that it could have been love.

Trying to stop her rant and to get the Babcock spirit back he admired so much, he mocked: "Oh poor thing, no date for the awards ceremony, I can't imagine anything more humiliating."

"Oh yeah?" she asked, suddenly a seriousness in both her tone and her eyes "how's this? What are you doing Saturday night?"

This one he had not seen coming. A Babcock asking a domestic to be her escort? For a moment he felt the weird desire to laugh out loud, but the lingering sincerity of her request stopped him. Still wondering why she didn't asked Maxwell, he said:

"What makes you think I'd be caught dead at an awards ceremony with you?"

He was almost certain that she would refuse him now, suddenly come to her senses and realize that she was talking to Niles the servant, but she still didn't change her mind.

"250 bucks?" she asked instead.

"It's a deal." he agreed, shaking her hand.

* * *

When Saturday night finally arrived he felt as nervous as he hadn't done since his graduation from Oxford. Somehow he thought that a lot would depend on this particular evening. He was sitting in the town car Maxwell had given him for the night and was nervously adjusting his tie. Just as he was about to check his watch, the door opened and C.C. took her seat next to him. It took her one look at him to find fault and unnerved, she reached out to him and criticized: "Your tie's all wrong."

"Why thank you, Miss Babcock, you look great too." he muttered under his breath.

Though upon taking a second glance at her he regretted losing his temper, for she really looked quite beautiful and he had wasted the perfect opportunity to tell her so.

"Stop dreaming, Bellboy and drive us to the banquet, we're already late."

"Yes, because you spent all that time attempting to fix your face when we both know it's a lost cause." he shot back, unable to help himself.

C.C. merely scolded him with a look, before directing her attention to the contents of her purse. The truth of it was that she was nervous and she hated not knowing why. Winning would be nice for a change but she hadn't thought of herself as someone who'd get that nervous.

"Have you got your acceptance speech ready?" Niles asked, trying to make conversation.

"No, why bother?" came her short reply.

As his temper flared up once more he found himself saying something he regretted even more than that quip about her appearance.

"True, it must be easy for someone who doesn't have any real friends and caring relatives."

"Niles!" she said and because that single word was devoid of anger he knew that he had managed to hurt her.

"I'm sorry, Miss Babcock," he apologized sincerely, hoping that she'd believe him "you just have a way of getting to me."

She remained silent and after quite some time asked: "What made you ask about that speech in the first place?"

"I just think you'd deserve to win, having worked so hard for it," he replied with a shrug "besides, I know how much you rely on your career, I would too if I had such an unfulfilling love life."

"And I almost thought you had managed to say something nice." C.C. said but assured him with a smile that she hadn't taken his comment to heart "Plus I know you're just jealous, seeing as you were not even once romantically involved in your entire life."

He grinned to himself and silently began to wonder if maybe this evening wouldn't turn out to be so bad after all.

Once they reached the big hall in which the banquet took place, Niles suddenly became a completely different person. If C.C. hadn't known the subtleties of his facial expression so well, she could've sworn her escort wasn't Niles the butler.

"C.C., how wonderful to see you!" an elderly gentleman exclaimed and placed a kiss on her hand "And who is this lovely young man?"

Niles nodded politely and waited for C.C. to reply, seeing as he wasn't quite sure what she had planned to say.

"This is Niles Brightmore, he is a friend of Maxwell's." she finally answered and he smiled.

"I'm sure Maxwell will be attending as well?" the man continued, as a woman joined his side.

"I'm afraid not, he's been otherwise engaged." C.C. replied and Niles could tell by the sour expression that she didn't like it one bit that Max had taken Fran and the kids out to dinner.

"What a shame!" the woman said, her sparkling eyes solely focused on Niles "Maxwell is always such wonderful company and has accomplished so much over the years. But I can see you have found another handsome fellow to accompany you."

Though cringing inwardly, Niles reached for her hand and brushed his lips over it.

"Niles Brightmore." he introduced himself politely, before withdrawing his hand and hooking arms with C.C. "And Maxwell would never have done as well had he not had this smart and beautiful creature by his side."

He registered C.C.'s eyes instantly snapping towards him, before she made up an excuse and led him away.

"What do you think you're doing?" she hissed.

"Correcting their mistake." he simply said.

"This isn't the moment to be chivalrous, Niles!"

"Miss Babcock, we both know how much Sheffield production has flourished since you joined! Now where's this Babcock pride when you need it?"

Though his tone had been fierce throughout his speech, his eyes had held so much admiration and warmth that she felt choked up.

"I don't need anyone to defend my honour!" she snapped.

"I'm very aware of that, glad we're finally on the same page again." And he winked at her and walked towards their table, knowing she would follow.

When the first waiter walked past he ordered drinks, aware that C.C. and he both needed it.

"So is there anyone in this room who isn't a big phony?" he asked when their drinks had finally arrived.

She took a sip of her red wine before replying with a big smile on her face: "I doubt it."

"I know you were raised in this world, but I'm still going to ask, how do you stand it?"

"I'm wondering that myself sometimes." she mumbled quietly, but took another big gulp of her drink when she noticed another couple approaching.

"C.C., darling!" a young woman said, pulling her into an embrace while magically accomplishing never to really touch her.

"Cynthia." C.C. said stiffly, though the huge smile on her face didn't give anything away.

"Is it true? I mean, we've heard so many stories about men worshiping you, yet no-one's ever accompanied you, so naturally we were beginning to wonder…" Cynthia continued without even introducing the man by her side.

"Marshall." C.C. said politely to the man who seemed to be in as much pain as she was.

For the first time Niles understood some of her behavior and her desperation not to turn up without an escort, though he didn't want to believe her resignation in the matter.

"I'm Niles Brightmore and I can assure you that all the rumors have been true, I mean, what man wouldn't be glad to have such a woman by his side?" he asked, snaking his right arm around her waist.

C.C. gave him a look that suggested he shouldn't lay it on so thick if he wanted to survive the night, but he just gave her body a light squeeze.

"Well, she's certainly got good taste in men, you are terribly handsome." Cynthia said as if C.C. wasn't even in the room "What is it that you do for a living?"

Luckily he was spared an answer when a man entered the stage and began tapping against the microphone. Niles followed the awards ceremony with great interest, eagerly expecting the category C.C. was nominated for. He could tell by the way she kept twisting her fingers how nervous she truly was and just as the nominations were announced he reached over to squeeze her hand.

"And the winner is Miss C.C. Babcock, Sheffield-Babcock productions!"

Niles instinctively pulled her into an embrace and kissed her cheek, before pulling away again. It was only for the fragment of a second that her eyes lingered on him, needing reassurance, before she gracefully got to her feet and strode towards the stage.

"Thank you!" she said, taking the trophy "I won't bore you with a big speech, all I have to say is that I worked my ass off to get here and I'm glad I got what I deserved!"

Through the somewhat shocked silence she could hear Niles' throaty laugh and with a radiant smile she looked at him and saw, for the second time that night, his eyes sparkling with admiration. When she rejoined him at the table he was still chuckling, before he said:

"I think that after a celebratory glass of champagne we should switch to non-alcoholic drinks."

She rolled her eyes and was just about to retort, when a woman at the next table signalled her to be quiet. Emptying her glass of champagne in one big gulp, she turned to Niles and whispered: "Can you believe this woman just shushed me?"

He had to stifle another chuckle, seeing as everyone in the closer environment must've heard C.C.'s loud complaint.

"Hush, Babcock, one scene's enough for this night." he whispered, a twinkle in his eyes.

Just when the awards ceremony was over and Niles was about to ask C.C. for a dance, the obnoxious Cynthia approached again. So instead of the blonde spitfire he adored so much, he found himself dancing with the red head.

"So Niles," she whispered, her head resting on his shoulder "is it true what I've been told? You are the Sheffields' butler?"

He swallowed, knowing that he couldn't very well deny it but also aware that C.C. would be furious once she found out.

"Yes." he admitted.

"I never would've judged C.C. as someone eager to flirt with the help, but let me tell you something, it won't last, if you ever get bored, you could just-"

"Thank you, but I stand firm in my loyalty to Miss Babcock." he said in what he hoped to pass off as a polite reply, disguising his anger.

He made sure to end the dance as soon as possible and when he returned to the table, C.C. instantly noticed that something was wrong.

"They know I'm a butler." he glumly told her, sparing the other details.

C.C. mused that she had never seen this man so defeated about his position before and he had had many opportunities, seeing how often she mocked him.

"Let's go!" she simply said and together they walked through the ballroom "Niles, it doesn't matter, I've had a wonderful evening." She said when he still remained silent.

At this he seemed to perk up slightly and at least began to smile again. On the way out Niles suddenly stopped and greeted a man that was foreign to her. As he proceeded to follow them to the car, Niles explained:

"This is Jim, I asked him to drive us back."

"You hired someone?" she asked incredulously.

"Of course, I knew I would consume a lot of alcohol, that's the only way to survive an evening with you." he teased and playfully elbowed her.

* * *

The most surprising thing happened when C.C. exclaimed during the car-ride that she wasn't ready yet to go home and that she wanted to return to the Sheffield mansion with him. Thanking Jim and paying him, he then walked towards the front door which he held open for her.

"Thank you, Niles." she said when he took her wrap as well.

"It's my pleasure." he replied, his voice velvety smooth and gentle.

She watched him as he loosened his tie and took off his jacket, completely unaware of the warmth that held her enveloped.

"And now, Miss Babcock, I was wondering," Niles began again, a boyish smile lighting up his face "if you'd dance with me, I never got a chance to ask you back there."

She smiled shyly and took his outstretched hand, allowing him to drag her towards the centre of the den. He switched on the radio and the smile on his face grew as he carefully took her right hand in his left and wrapped the other around her body. They danced like this for quite a while, until he finally let go of her hand and pulled her closer.

"You always look so strict, Miss Babcock," he whispered, twirling a strand of her golden hair around his finger "even when you're actually enjoying yourself, I wonder why that is."

"I have to appear professional." she stated, leaning in slightly, so that her cheek brushed against his.

"Why hide what a passionate, vibrant woman you are?" he asked softly, his breath washing over the shell of her ear.

"Well, you certainly hide very well that you can't only be a grouchy, old man, but possibly even nice if you try." she retorted and she heard him chuckle.

After that he was silent and only quietly hummed along to the song that was playing on the radio.

"I almost forgot," C.C. said, already attempting to move away from him, "I never gave you the $250!"

But he held her firmly in place, gazing into her sky-blue eyes.

"This one's on me." he said tenderly.


	17. A Kiss and Its Consequences

**I was half tempted not to post this tonight as I feel a little silly for already having finished another chapter. Yesterday I was having real difficulties writing even 1 page and then tonight I wrote 3...I'm so sorry guys. Anyway, you're gonna hate me even more coz I'm gonna have to leave you with a cliffie for a whole week..but on the bright side,there will be a kiss!;) Please review and let me know what you think coz only then I start giggling so stupedly...lol I'm taking my notebook with me, so I'll try and write a chapter worth so I only need to type it up next Friday...fingers crossed I'll get something done!lol**

**Disclaimer: I don't own anything, but wish I had a butler boy every once in a while!;)**

**Chapter 17: A Kiss and its Consequences**

The evening they shared at the Broadway Guild Awards banquet seemed to have changed their relationship quite profoundly. Not only did C.C. sleep so well that night as she hadn't done in a very long time, she also was incapable of shaking that warm feeling that had taken hold of her entire body, ever since she and Niles had entered the Sheffield residence. After Niles had dropped her off at her penthouse she had instantly fallen asleep and had only awakened once during the night. Her mind still fuzzy at that point she had reached for a pillow to wrap her arms around and had whispered the name of the man whose scent still seemed to linger in the air. Of course she couldn't remember any of that in the morning…

When she returned to work the following day she still felt confident and elated, two things Niles could only hope for. Instead though he dreaded her arrival, trying in vain to predict what her behavior would be like and how, in turn,_ he_ should behave. He nearly jumped when he heard the door bell ring and almost reluctantly made his way across the den to answer it. The first thing he noticed when he laid his eyes on her was that she looked perfectly glowing, her smooth skin looked a little less pale and her light blue eyes were sparkling.

"Did you have a liver oil treatment; your coat looks so shiny." he commented and she rolled her eyes.

"Can it, Niles, nothing is going to take away that glorious feeling I have."

Hadn't he been so self-conscious he might have made the connection between the evening they had spent together and her newfound happiness, but given their complicated relationship he was prone to uncertainty.

"Oh goody, did they develop some new tablets?" he commented dryly and took her coat.

"Yes, they have, but we wouldn't wanna put you down just yet." she finally retorted and he smiled. That was much better!

"Mr. Sheffield's already in the office." he said and then exited to finish his duties in the kitchen.

Maybe he should have mentioned that Maxwell was particularly easy to anger that day, because once C.C. entered the office she got the feeling that everyone was out to ruin her wonderful mood.

"C.C., you're five minutes late!" he snapped and she glared at him.

""C.C., congratulations on winning!" would've been the better way to go, Maxwell." she corrected him, taking files out of her purse.

Niles was chuckling as he listened to the ongoing conversation. Some people listened to audio books because it helped them relax, he had the intercom on while he was working. He, of course, was already well aware that Maxwell's foul mood had been brought on by the impeding visit of Fran's pen pal Larry.

"Oh Nyules!" the nasal voice of his best friend could be heard and he turned around to find her posing on the backstairs.

With all the feelings he had bottled up for Miss Babcock it still didn't escape him that Fran Fine was a very attractive woman, and wearing only a red dress that was as low cut as it was short, he didn't feel the least bit guilty for staring at her.

"Hubba hubba." he commented and Fran instantly elicited her honking laugh.

"Ya like?"

"I'm giving you a standing ovation." And with that he returned to his duties "But don't you think it'll make Mr. Sheffield even more jealous?"

"Jealous? Ya think? Hell, if this doesn't make him jealous I dunno what will." And she nudged him in the ribs.

"In the meantime I will have to bear his anger." he sighed.

"Pu-leaze, Niles, it's for a good cause. I haven't hadda date in ages, it's almost like charity, really."

"Charity? Miss Fine, I can't even recall the last time a woman has looked at me!"

"Oh stop whining, it's not as bad as ya think."

"Really? I mean, we can't all throw ourselves into a sexy dress and parade around town."

"Though if ya did that you would certainly attract attention." And she laughed again.

"I would pay to see that." C.C. commented, who had entered the kitchen without either one of them noticing.

"Sure you would, you're used to paying, aren't you?" Niles quipped.

"I came to escape from Maxwell, you have no idea how hard it is to be around someone who constantly snaps at you." C.C. said and Fran and Niles exchanged looks "But now I appear to have stumbled upon the domestics' daily meeting."

"I get his tea ready." Niles replied, already putting two mugs and some cake on a tray.

She exited without another glance at either one of them and Niles couldn't help but sigh as he watched her go.

"I wonda what's put her in such a good mood." Fran muttered and Niles was glad when Val knocked on the backdoor and kept her distracted.

When everything was placed on the tray he picked it up and made his way into the office.

"Oh please, Maxwell," he could hear C.C. beg and was immediately interested in what was going on.

She was sitting at the edge of the table, the spot Fran usually occupied, and was showing him what appeared to be a brochure.

"C.C., I told you before, I will not waste my money on a silly little house!"

"Silly?" C.C. exclaimed and Niles grinned as her poured their tea "it's got a swimming pool, is in close proximity to the sea and it even has a little servant shack, we can keep Niles there if he isn't waiting on us."

She had rounded him while speaking and had actually whispered the last part into his ear, making it sound more seductive than he dared hope she'd intended. Planned or not it didn't lose its appeal and his voice was clearly raspier as he asked: "Lemon cake?" his hands struggling to put it on a plate.

"C.C., we don't have time for this, there's work that needs to get done!"

"Maxwell-" she began, wanting to tell him that their previous show was still running rather successfully and that there was no need for such dictatorship, but Niles, as always, managed to say something before her.

"Sir, why don't you just tell Miss Fine how you feel about her? This way you can be certain that nothing will happen when she meets Larry."

"Don't be preposterous, Niles, what Miss Fine does in her free time is none of my concern."

"Of course not." Niles remarked ironically, shaking his head.

Somehow C.C.'s mood changed drastically when she noticed that Maxwell was still interested in the nanny, it simply was not possible that he would prefer that woman when he could have her.

"Maxwell," she said, moving around the table to stand behind him and massaged his shoulders "I completely agree, we need to focus more on our work. I propose we meet up Saturday evening for a late working session, what do you say?"

Normally Niles would have responded with bitter jealousy and anger, but on that particular day, when the memories of their evening together were still so fresh, he couldn't help but be just a little optimistic. C.C.'s half-hearted attempt to win Maxwell's love couldn't possibly have to do with actual feelings, so instead he chalked it down to the ongoing rivalry between the women.

* * *

By Saturday Niles really couldn't say that he hadn't tried everything in his power to convince Maxwell, and at last it looked as if the man was ready to do something in his own way. But instead of talking to Fran directly, as Niles had hoped he would, he had instead decided to accompany her to the Russian Tea Room to at least wait until Larry arrived. Fran, who had been too nervous to argue and too dependent on his display of affection, had instantly agreed and so both of them had left the house together ,just as C.C. Babcock had arrived at the mansion. Everything from the strapless, black dress she wore to her designer heels suggested that this wasn't meant to be a regular working session.

"Maxwell, where are you going?" she asked upon noticing the man by Fran's side.

"Oh C.C.," Maxwell began, who, to his credit, looked somewhat embarrassed "I'll only be gone for a moment, you can start without me!"

Niles closed the door behind them and grinned in her direction: "Now that's something I'm sure you're used to." But the blasted beauty of a woman had simply lifted her chin and made her way into the office, bearing no signs of a woman who had just been dumped again.

Niles was having a rather hard time concentrating on his dusting duties, firstly his mind was with Fran and Maxwell and a hopefully successful evening and secondly it was with C.C. whose outfit had created a very strong reaction in him and who still hadn't reemerged. Glancing at his watch a little while later he realized that over an hour had passed and, putting down his feather duster, he walked to the office to check on her. His eyes widened when he saw how she had decorated the office and when he noticed that her back was turned to him he saw the perfect opportunity for a prank. Careful not to make any sound he reached for the light switch and dimmed the light.

"Maxwell, darling, is that you?" she asked, her voice low and seductive.

He couldn't deny the effect this had on him and he prayed that one day she'd address him in that tone.

"Ssh, don't turn around." he whispered back, hoping she wouldn't recognize his voice.

"Tell me what you want me to do!"

He grinned from ear to ear and gleefully rubbed his hands together, this was going to be good! He thought long and hard for a moment, knowing very well that a situation like this wasn't very likely to present itself to him again. Finally he decided to go with the first thing that popped into his head and he whispered: "Cluck like a chicken!"

Suppressing a giggle he hoped she wouldn't realize that this was a prank. Seconds drifted by without any reply and he busied himself staring at her exposed back. C.C. was someone who, unlike the nanny, hid her body behind clothes and he cherished the few moments he got to see some skin.

"What?" she finally asked incredulously.

"It turns me on." he replied, making sure to almost graze her ear with his lips.

The situation was almost proving to be more than he could handle, when C.C. finally broke the tension by actually clucking like a chicken. He had real trouble not to laugh out loud when he noticed that she even accompanied it with arm gestures. When she finally did turn around and saw who was standing behind her she screamed and Niles erupted in loud laughter.

"Mr. Sheffield still hasn't returned, you didn't think I was him, did you?"

For a moment she looked as if she was about to strangle him before, to his surprise, she began to chuckle as well. The grin was wiped clean off of his face, as he asked: "Did you find that funny?"

"No, but it suddenly occurred to me that this must have been the closest you have ever gotten to a woman."

How did this infuriating woman manage to somehow get the upper hand?

"Don't flatter yourself, Babcock, I yet have to find something womanly about you."

"Swine." she growled, angered by his hurtful remark.

"Chicken." he replied with ease.

"Servant!" she hissed, trying to find a name that would offend him.

"Trollop." he retorted, suddenly angry as he moved closer to her.

"Bell Boy!"

As she moved closer to him as well, she suddenly noticed the excitement coursing through her veins. She felt the crazy desire to insult him and yet touch him at the same time.

"Snob!"

And before he had uttered the final sound, they had both simultaneously taken another step and his lips crashed against hers. C.C. instantly threw her arms around his neck, while his hands came to rest on her lower back, pulling her closer. As he felt her breasts press against his chest everything around him ceased to exist and in front of his closed eyes he was beginning to see red edges around the darkness. C.C. let her hands wander through his blonde hair, feeling the softness against her skin and whimpered when she felt him nibbling on her bottom lip. She was just about to lie down on the table, pulling him on top of her when the sounds of a door being closed reached her fuzzy brain. Painfully slowly he pulled away from her and adjusted his clothes. She did the same, only worrying about an alibi for Maxwell rather than the entire situation. When she looked up again she found him eyeing her wordlessly, his blue eyes astounded and afraid at the same time. She carefully reached out to smooth his hair before allowing her hand to rest on his cheek and still neither one spoke.

"I have to go." she forced herself to whisper, wiping traces of lipstick from the corner of his mouth.

And he knew that she was right, he had to let her go and figure things out for herself, for if he forced her to stay he would never get the result he wanted. He nodded weakly and lowered his head as she rushed out of the room. For a long while he stood in the office, savoring the lingering taste of her on his lips, but his body seemed incapable of calming down. His heart was racing unnaturally fast and it was making him feel light-headed. If every time they kissed he would feel like that… "You dreamer." he scolded himself gently.

* * *

"Dr. Bort!" a deep voice called her and as she turned around she found C.C. Babcock hurrying towards her.

"Miss Babcock?" she asked.

"Dr. Bort, I have to talk to you, it's urgent!"

She waited until C.C. was level with her and then continued to walk down the corridor that led to her office.

"Why didn't you call my secretary and arrange an appointment?"

"You don't understand, I have to talk to you _now_!"

"I'm afraid that's impossible, I have patients scheduled all through this afternoon."

"I can't wait that long!" the blonde suddenly snapped impatiently "Look, I got into a fight with the butler and it escalated."

"Miss Babcock, arguments do happen, especially where the two of you are concerned, can't we discuss this later?"

"We kissed." C.C. whispered and now she had Dr. Bort's full attention.

She quickly scanned the blonde's facial expression and then took a look at her watch.

"Normally I wouldn't do this, but I still have a couple of minutes before the first appointment, you better talk fast!"

"I was planning a romantic evening with Maxwell, but he went out with the nanny…_again_…so I decided to wait, when Niles pulled this stupid prank on me." C.C. explained and began to outline Niles' joke, casting a stern glance at Dr. Bort when she began to laugh "Naturally I insulted him and then he told me there was nothing womanly about me, we called each other names and suddenly we were in each other's arms, kissing like some love struck teenagers."

"And, did you enjoy it?" Dr. Bort asked who couldn't manage to hide the smile that was tugging at her lips.

"Well, yes of course I did!" C.C. said firmly, before pulling a face when she realized what exactly she had just admitted.

"Then what's the problem?"

"He's the butler!" C.C. exclaimed as if it was obvious "We only insult each other."

"Yes, but clearly not out of dislike."

"No…but he's… I mean, he's Niles…" C.C. mumbled helplessly.

"What do you feel for him?" Dr. Bort gently probed.

"I loathe the man, every time I see him the insults just write themselves but I don't know what to do…maybe he'll use all of this as ammunition."

"That's certainly a possibility, though to be quite honest with you, from everything you've told me about him I'd still doubt it."

"But what do I tell him? He'll be expecting…something." C.C. continued, running a shaky hand through her hair.

"Miss Babcock, you seem to care an awful about the wellbeing of a man you just claimed to loathe a minute ago."

"Tell me what to do!" C.C. begged.

"I'm afraid I can't do that, Miss Babcock."

* * *

C.C. was a mess for the rest of the entire day, unable to focus on anything but the kiss and how good it had felt. It wasn't so much the kiss that had confused her- that could be blamed on all the pent up lust they both had- but it was her behavior afterwards that worried her the most, the fact that she had actually felt unwilling to let go of him. When she still wasn't any wiser the next morning, she decided just to go to work and see how Niles would act. It wasn't the butler, however, who answered the door, but the youngest Sheffield ,who also told her that he was driving Fran to the airport. Maxwell had left early in the morning for London to try and find new inspiration for a play and Nanny Fine, determined to finally get him to admit his feelings had followed behind.

Aimlessly she wandered through the house until the faint sound of voices coming from the kitchen attracted her attention. She slowly opened the door to find Brighton sitting at the table listening to a tape recording.

_"Don't be afraid to pull the woman you desire into your arms and show her how passionate you feel about her. But afterwards make sure to let her see your vulnerable side, this way she'll feel too guilty to dump you. And now repeat after me: You can get women!" _

She tried to hold on as long as she possibly could, but finally a laugh escaped her lips.

"Oh, Miss Babcock!" the boy said, jumping to his feet.

"Aren't you a little too young for that? Hell, you're hardly a man!" and she let out her cackling laugh.

Brighton, wounded in his male pride, crossed his arms in front of his chest and replied: "It's not mine, it's Niles' and it seems to work for him, even though you never call _him_ a man!"

And as Brighton exited via the backstairs she felt an inexplicable stab in her heart. Everything on that tape sounded exactly like the moves Niles had used on her. Maybe this was just another huge prank and he had attempted to show that even the ice queen could be melted. Unable to explain the tears that suddenly stung in her eyes, she resorted to the only emotion left: anger.

"Oh hello, Babs!" a cheery Niles greeted her as he walked into the kitchen, completely oblivious to what had expired "And I was beginning to wonder why the house was so deadly silent!"

One look at his twinkling blue eyes was nearly enough to crumble her resolve but then she remembered how humiliated she'd be, once word of their kiss got out.

"I came to borrow some mouth wash, Tidy Bowl, mine doesn't seem capable of erasing that disgusting servant taste." she said icily "Oh and Niles, a tape alone won't help you get women, not when they still have to meet with a fat, old butler."

* * *

Niles spent many sleepless hours that night trying to figure out what could've caused her reaction and finally came to the only possible conclusion: She saw a problem not only in their different stations, but also in their age difference. And when he risked a glance at himself in the mirror after having showered, he suddenly understood her repulsion. He was getting chubbier as he got older and the skin around his chin was beginning to look saggy. She, on the other hand, seemed to have reached the peak of her beauty. She looked curvaceous and gorgeous, her skin was smooth and wrinkle-free and her hair had grown considerable, emphasizing her femininity and rendering his pathetic insult null and void. If there had even been the slightest chance she had enjoyed that kiss, it seemed to have disappeared the minute she had imagined more. That morning in front of the mirror Niles vowed to change and starting the next day he began a jogging routine.

When everyone around him noticed the change but C.C. who kept insulting him mercilessly, he decided that the only way was to get a complete make-over. And so he upped the hours of exercise, bought some fashionable new clothes and even dyed his hair jet-black. But still C.C. only commented in snide remarks and so, night after night, he found himself in front of the fridge, feeding on Camembert and Ben&Jerry's- a mixture which proved to be deadly, as he was about to find out.

"Hey, macho man," C.C. called him one day, chuckling about her own joke "how long are Maxwell and Nanny Fine planning on staying in England? I mean, there is a business to run here."

Niles eyed her through the mirror and continued to flip a strand of his hair until it was the right shape.

"Oh, they decided to extend their visit, it seems Mr. Sheffield has taken some pleasure in introducing Miss Fine to all things British."

"Ugh, Niles, you're making me sick!" C.C. complained and was counting on a fitting retort but none came "Niles, don't make me get ugly!" she prompted him again.

"C.C., my arm's going numb…" he whispered and when he turned around she saw that, although he looked pale, he had broken out in sweat.

"Niles!" she yelled, rushing to his side as he sank to the floor, clutching his chest.


	18. Recovering

**Hi everyone!:) It's Friday and I do believe I had promised you an update!;) Surprisingly I am still alive after leaving you with that cliffie and may I just say thank for 11 reviews!:D I mean...WOW,seriously!Kinda makes me wonder if I should leave you waiting more often if I get that amount of feedback!lol Anyway, we all know that I would never kill Niles, so here's chapter 18!:) Updates should be more regular again from now on!;) Pleeeease read and review!lol**

**Disclaimer: I don't own anything but a love for Niles and C.C.!^^**

**Chapter 18: Recovering**

Even as the world she knew was being turned on its head for the second time in her life, C.C. was still trying to figure out how it had come this far. When Niles had collapsed, there had been no doubt in her mind, that it had been a heart attack, why though, she was still struggling to understand. As far as she could tell he had looked healthier and fitter than usual, had it not been for his odd behavior and the sudden change of hair colour. She had raced towards him as quickly as she could and was now kneeling on the floor with Niles' head in her lap. The lack of sound was scaring her enough to wildly scream the children's names and Maggie was the first one to arrive at the scene.

"Call 911, Maggie!" C.C. screamed, who couldn't bear the thought of leaving Niles' side for only one second.

"Yes! Wait, did you just call me-"

"GO!" and seeing Brighton come down the stairs, she added "And pack a bag for Niles!"

She then returned her full attention to the man in front of her.

"You are _not _going to die!" she whispered, stroking his cheek "You stupid, old maid, you have to fight, do you hear me?"

She didn't know how long she was holding him and talking to him but, after what seemed an eternity, the paramedics arrived. C.C. stood back and watched as they helped Niles and then lifted him on a stretcher and for the first time she noticed that she had started to tremble. Pulling herself together when she saw the paramedics leaving the house, she grabbed her coat and followed them to the ambulance.

"Excuse me, Ma'am, who are you?"

"I'm C.C. Babcock." she stated simply, as she climbed into the vehicle.

"Are you his wife?"

"No." she snapped, her eyes flashing dangerously as she knew what would come next.

"Then I'm afraid you can't be here."

"Listen, you are wasting precious time! I am coming with you, like it or not!" and she stubbornly moved to sit by Niles' side.

The trip to the hospital passed by in a blur and C.C.'s eyes were on the butler every second, as if this was enough to keep him alive. Upon their arrival at the hospital the ambulance doors were flung open and she exited the vehicle and watched as they lifted Niles' stretcher to the floor. She followed the brisk pace they had set until somebody stopped her, only then did she notice the ICU sign that was right in front of her.

"I'm afraid you can't go in there, Ma'am."

And for the first time in her life, C.C. knew that neither the money nor the Babcock power could be used to fix this and she would've happily traded all of it to only still be by Niles' side. Ignoring the numbness that had taken possession of her legs, she moved away from the middle of the corridor, to sit down on one of the hard plastic chairs. And as quickly as that C.C. Babcock had to fight back tears. It was almost ridiculous really, how a simple object, like a chair, could make her this emotional. Maybe it wasn't merely the chair that had triggered that sudden surge of emotion , but it was clearly the entire environment that brought along the memories. The same hard material had pressed into her back as she had waited for the oldest Sheffield to be born, she had curled up on a number of those chairs in the night of Brighton's birth and when Gracie had been born, she had slept in such an uncomfortable position that she had found the pattern of the chair edged into her face. Niles had tormented her about this for an entire week…_Niles_. He had always been there, even at the worst hospital experience of her life, when she rather took the safety of his arms than the comfort of a chair.

"Snap out of it Babcock!" she told herself, though for a minute she wasn't sure if it was her voice or his in her head.

The "no phones allowed" sign reminded her that she hadn't informed the children of where they had taken Niles and, ignoring the warning glance of one of the nurses, she flipped her cell phone open and began to dial the number.

"Brighton Sheffield?" the boy answered, and she could tell by the slight tremor in his voice that he was concerned.

"It's C.C., I'm at Lenox Hill Hospital with Niles, the doctor is seeing him now, but you should stay where you are-"

"Miss Babcock, I have packed a bag for him!" he informed her.

"Good boy," C.C. praised quietly, musing how odd this felt "but you need to stay at home. I will call again once I know more and then you can come and see him and bring the bag."

"Alright, bye."

She merely nodded to herself, already having disconnected the call, knowing that there was an even more important one to make. This time it took a little while longer before someone answered.

"Maxwell, it's C.C. You need to come back to New York as soon as possible; Niles just had a heart attack. No, Max, I'd tell you more but I only just got here, go and book a flight home, ok, bye."

Now that she had made all the phone calls, there was nothing left to distract her, so all she could do was wait, but as we all know, waiting is always the hardest part.

* * *

"C.C. Babcock?" a voice asked and her head snapped up immediately.

"Yes."

"Hello, I'm Dr.-" the man in front of her said, extending his hand, but she jumped to her feet, almost pushing him aside.

"I have to see him."

"Miss Babcock, you'll be happy to hear that Mr. Brightmore is going to make a full recovery, but right now he is asleep and only members of the family are allowed to-"

"Don't give me that bullshit, what's his room number?"

"Miss Babcock, you can't-"

"Listen to me, he has no family here in America and I'm his friend, so you have two options here, either just tell me his room number or I will personally search this hospital until I find him!"

By the end of her speech the doctor looked completely intimidated, which was perfectly understandable, seeing as her voice had grown in volume as the frustration had gotten the better of her.

"Room 504, but like I said, he's asleep now."

C.C. only scoffed at this, before she turned on her heels and headed down the corridor and towards the lift. She punched the number 5 button so hard that her knuckles hurt afterwards, but she knew that she would remain this tense until she had seen with her own eyes that Niles was alright. Forgotten were all the lessons about the Babcock aloofness and superiority, and she felt no shame for the spectacle she had just made out of herself, not if Niles' life was on the line, the life of her sparring partner, her friend, her…confidante. She took the "bing" of the elevator as the shot that signaled the beginning of a race, and taking big strides she reached room 504 within seconds. C.C. flung the door open with such force that she startled the nurse who had been checking on the butler.

"Ma'am-"

"Would I be here if the doctor hadn't given me the number?"

At least the young girl made it easy for her by timidly shaking her head and exiting the room, once all the notes on her clipboard had been ticked. When the door had closed behind the nurse, C.C. stood silently in the room, her eyes fixed on the monitor of the machine that ensured her that her Butler Boy was still alive.

"Just for the record, "she quietly said, pulling up a chair by his bed "this is the worst prank you have ever pulled." Forcing back a sob, she continued: "God, you have no idea how ridiculous this hair colour looks on you."

Still no answer. Of course, Niles wouldn't reply, drugged as he was, but rationalizing didn't bring the comfort it normally did.

"Maxwell is booking a flight from London right now." she told him, biting her lip in an effort to keep the tears at bay "It's almost ironic, when you get down to it. Even though I always mock your station in life, there is your employer, flying halfway around the world to see you, followed by a crazy nanny and three kids who are worried sick about you. Despite my jokes of you only being the butler, you have so much more, Niles, you have a family here." She leaned in closer to timidly touch his hand, but almost recoiled once she noticed how cold it was. That simple sensation was enough to cause the steady stream of tears that now made its way down her cheeks. "Niles, you have to wake up soon, because _you_ are the closest thing to a family _I_ have here," she whispered, gathering her courage to intertwine their fingers "and, truth be told, I'd be lost without you."

C.C. stayed with him the entire night, bribing the nurses with money and threatening the doctors. But the following day she spent more time outside, giving the children time to see him alone. He had still been asleep early in the morning and, according to the children, had been when they had visited. She quickly peeked inside his room, long enough to see that his eyes were still closed, when she felt a hand on her shoulder.

"How is he?" Maxwell Sheffield asked, worry evident in his brown eyes.

"He'll be fine, but he's asleep at the moment."

"Oy, I was so nervous when we got that phone call."

"Just to clarify, Nanny Fine, it's a _good_ thing he's asleep at the moment, he needs to rest. So please, keep that voice of yours down to a minimal level of annoyance."

"With that deep voice of yours, _you_ almost sound like Uncle Irving!" Fran retorted, before Maxwell stepped in.

"Miss Fine, please, this isn't really the place."

"I'll wait outside." C.C. conceded, holding the door open for them.

It wasn't only the nasal quality of Fran's voice that stopped her from entering the room, it was the sheer fear of Niles awakening, only to accuse her of what she had done. You see, C.C. had spent the past couple of hours persuading herself that it had been her doing that had landed Niles in hospital.

Unbeknownst to C.C., however, Niles had awakened that first night to find her by his bed. Smiling softly at her small hand that was lying in his, exhaustion had soon overtaken him and Morpheus' arms had beckoned once more. After that there were small moments when he swore that she had been with him, but every time he opened his eyes the room was deserted. Having heard the argument between C.C. and Fran he was certain that she was close and curious though he was about her behavior, he somehow sensed that he wouldn't find out more if she knew that he was awake. So even though he was dying to ensure his best friend that he was fine, he kept his eyes firmly shut, hoping that the blonde would soon find her way into his room.

"Oh Mista Sheffield, look at him, all pale and quiet." Fran sobbed, not even trying to keep it down.

"Yes, but the doctors said he'll be fine and C.C. said the same." his boss replied and Niles knew that he, too, had been worried.

"Meanwhile, can ya believe the nerve of that woman?" Fran exclaimed.

"Miss Fine," Max tried soothingly "I have a feeling C.C. was just really concerned about him."

"Miss Babcock? Pu-leaze, what does she have ta be upset about? Nyules nearly died, she should be out celebrating."

This time Maxwell did not respond and to Niles this was more meaningful, what did he know or what had he seen?

"I wonda what's with that hair colour, I mean…black at his age?"

Maxwell sighed. "Well, Miss Fine, do you remember that phase I went through when I wore Jeans and dyed my grey streak?"

"Ya mean ya midlife- crisis?"

"Yes, I wonder if Niles was going through the same."

"Oy, ya Brits!" Fran complained and slapped Maxwell "Why do ya have to try so hard to impress the wrong women? Why cantcha just realize what's right in fronta you!"

Niles didn't have to open his eyes to know that the mood had suddenly changed.

"You are right, Miss Fine… Fran, I should have told you this earlier. You are a beautiful, sexy woman and I will regret it for the rest of my life if I don't tell you how I feel about you."

"Mr. Sheffield?" Fran sounded surprised.

"You have been so wonderful for me and the children and I-" at this moment the conversation stopped and Niles risked a glance when the clear sound of kissing reached his ears.

"Finally." he thought, grinning from ear to ear as he closed his eyes again.

A second later the room door was opened and an unfamiliar voice said: "I'm sorry, visiting hours are over."

Niles nearly let out a frustrated sigh, assuming that C.C. wouldn't come to see him anymore. He heard Fran bidding him farewell and after they had shuffled out of the room, he was once more, enveloped by silence. Had he imagined C.C.'s company all this time? His eyelids grew heavier again and soon he drifted off to sleep.

"I can't believe the nerve of those two, snogging, in a hospital…" a voice said and drew him back to reality. Funny, it almost sounded like C.C…. "I mean, you should be happy about this, at least your heart attack was good for something."

"I knew you would view this positively." he commented, slowly opening his eyes.

C.C. looked paler than he remembered and although her entire appearance was neat as always, he could tell by the rings under her eyes that she hadn't gotten a lot of sleep.

"Niles!" she shrieked, caught somewhere between jumping to her feet and grabbing her coat.

"Why yes, I do believe that's my name." he replied with a grin "I had a heart attack, Babcock, I don't suffer from amnesia."

"I was just leaving." she mumbled, scrambling to her feet but he grabbed her hand to stop her.

"C.C., I don't have the energy right now, just stay…_please_."

Although she did comply to his wish he noticed that she looked beaten somehow, her head lowered in shame.

"You have been with me since this happened," he stated evenly "you are here even now- aren't visiting hours over, by the way?"

"I _am_ a Babcock." she said haughtily, though the pride didn't quite reach her eyes.

"So, if you went through all this trouble, why would you leave when I am finally awake?"

But C.C. didn't reply and still avoided his eyes.

"Babs, what's wrong? Unless there are any permanent damages the doctor hasn't told me about and I will be forced to live with you, there is no need to look so glum, is there?" he joked softly.

"Niles…" she scolded weakly, lifting her head so that he could see her moist light blue eyes.

"Hey, this isn't your fault." he said firmly but gently.

"But I was mocking you when it happened." she explained quietly.

"C.C., this is what we do, we always tease each other, now I'm beginning to think you're the one with amnesia."

"Well, maybe we should stop! I should have realized that I was upsetting you and-"

"Now you listen to me, Babcock, it might as well have happened when I was angry about Maxwell chores or," he wildly gestured around "or the weather forecast, I don't know." At this C.C. produced a small laugh, which very well could have been a sob. "And something else: we will not stop sparring, I'm not that sick." Once more he noticed how the light left her eyes and he tenderly started to run his thumb over her knuckles, whispering: "C.C., it's what we've always done! If we stop now it won't be the same anymore, our relationship…everything that's so special about it would be gone, the…feeling would be different."

She lowered her eyes and couldn't help but blush at his words and the intimate gesture.

"You look like hell, by the way." he continued.

"Well, you don't look too hot either." she shot back and the sparkle in his eyes told her that he approved "What were you thinking with that ridiculous hair colour?"

"I could ask you the same, _brunette_." he teased, holding her hand to his chest.

"Hey, that's no way to talk to the woman who spent all of her time looking after the butler when it should've been the other way round."

"Yes, what did compel you to commit and almost compassionate act?" he questioned, before he added "And don't worry, this old maid will be back to serving you in no time."

"I'm looking forward to it, butler boy." she said softly and although her sultry laugh was the only sound that filled the room; beneath her hand she could feel the unmistakable flutter of his heart.


	19. The Truce

**Hello, Hello!:) I hope it isn't too early for chapter 19!I actually don't have much to say apart from..they are getting closer and please enjoy!lol Oh and also read and review, as it makes me happy and much more fun to be around!;) I shall now settle down in front of the TV to watch our favourite couple...bless you, SuperRTL!:D**

**Disclaimer: I own nothing but a couple of dreams about Niles and C.C.!**

**Chapter 19: The Truce**

"Maxwell, I really have to go!" C.C. said tersely, tapping her pencil against the notebook.

"C.C., I am beginning to think you are losing interest in work." Maxwell replied, giving her a stern look "I mean, we all lead busy lives. With Niles still at the hospital this house has been chaotic and unstructured and do you ever hear me complain?"

_"Yes, all the bloody time." _C.C. was tempted to reply, though in the given situation it was wiser to keep her mouth shut and let his speech pass.

She watched him as he talked, pacing up and down and suddenly wondered what she had ever found attractive about that man. Sure, he had reasonably good looks and a very loyal and warm character, once you had broken through that British reservation, but he could also be quite dim at times and didn't even half match the butler's wit. But why ponder past decisions, when another woman had long since made it her goal to conquer the shy Brit? Her mind and her heart for that matter were with an altogether different man of the same descent, though naturally she'd never admit that. Risking another glance at her watch she heaved a sigh when she realized that, for the third time that week, she would be late.

"Max- Mista Sheffield!" nasal tones reached her ear and she had never been happier about it.

A moment later Fran Fine shimmied into the room to unceremoniously slump on Maxwell's lap. Thanking God for the otherwise annoying nanny, she hurried to grab all of her paper work and stuffed it into her bag.

"Well, Maxwell, it seems you are a little occupied, I'd stay and work, but-"

"No need, Miss Babcock, isn't there some nice guy waitin' for ya?" Fran asked, snuggling closer to Maxwell.

"Nanny Fine, has New York run out of flashy outfits for you to buy, or why are you already here?" C.C. asked, adding the finishing touches to a wonderful performance "Unlike you, Maxwell and I have real work to do."

"Aw, sweety, do you have ta work late again?" Fran asked, pouting at the Broadway producer who had watched the exchange wordlessly "I thought maybe you and I could…" and she leaned to whisper something into his ear.

Maxwell instantly turned three shades of red and muttered something about how too much hard work had never done any good and that C.C. should enjoy a free evening. Once out of the house C.C. was tempted to punch the air in victory, manipulating Nanny Fine was too easy, seeing as she was all over Maxwell like a cat marking its territory. Speaking of cats, maybe this explained the nanny's voice… she was still laughing at her own private joke, when a cab finally pulled up in front of her.

"Lenox Hill Hospital." she told the cabbie as she took her seat in the back.

They had just left the last corner of Central Park behind when the heavy traffic of 59th Street caught up with them. Apart from a deep-rooted desire to see the butler, New York's rush hour was another reason why she had been so adamant to leave the office on time.

It was nearly 8 o'clock when she did reach the hospital and Nurse Sheila caught her on the way to the elevator.

"Tell me again why we let you get away with this, we could be sued if anyone finds out." she sighed, holding the door open for the blonde.

"It's because you are smart," C.C. said pleasantly, looking at herself in the mirror while trying to fix her hair "and you know that _I'd_ sue you if you wouldn't allow me to see him."

"It's a win-win situation." the nurse commented dryly "But you sure care a lot about this man…" She stopped abruptly when she noticed the cold look in C.C.'s eyes.

"Good night, Sheila, always a pleasure talking to you." C.C. said, exiting the lift.

The trip to the hospital had become so familiar now that she even knew the number of steps from the elevator to his room.

"I see Maxwell has been a slave driver again." Niles greeted her, once she had closed the door.

"Yes, and only thanks to Nanny Fine am I here now." she replied, taking off her coat and throwing it over a chair that stood discarded in the corner of the room.

That bad, huh?" he commented, a smile tugging at the corner of his mouth.

He watched her as she took a seat in her usual chair, running a hand through her golden blonde hair. He knew that he had been lucky to have survived the heart attack and to have her secretly stealing away to visit him and although he didn't want to push his luck, he had to ask her.

"Listen, C.C., why don't you just tell Max that you are coming to see me every night?"

Her inner turmoil was visibly playing on her face and he reached out to take her hand.

"What would they think?" she asked quietly and he knew that she wasn't only talking about the Sheffields.

"That you are visiting a sick man at the hospital." he said softly and still staring at her hand, he added "Maybe even that you care about him."

Instantly she withdrew her hand and began to shift nervously in her chair.

"How would it look to them? We've always hated each other and suddenly…"

"I've never hated you." he tried to make her understand.

"Good God, you know what I mean, Niles!" she exclaimed exasperatedly.

"No, C.C., quite frankly I don't understand, you are behaving like a child!" he snapped in return, his tone matching hers in volume.

"Why don't you just-"but she stopped, suddenly turning pale.

"What? Just tell me, woman!" he demanded, his voice raised.

"Niles, please, calm down…you have to be careful." she whispered, looking truly terrified.

And even though he was still angry with her for beating around the bush, he could feel himself soften at her words.

"C.C., I am not going to die just because I am fighting with you. If that would be the case, I would've died years ago." he told her.

"That's not funny, Niles." she whispered, looking down at her lap.

She could hear him move on the bed, but only realized what he was doing when she felt his hand gently pushing strands of her hair behind her ear.

"Why are you suddenly going all mushy on me, Babcock?" he asked, though the teasing was well hidden behind the sincerity of his voice.

For a moment all she did was look into his eyes, wondering how anyone could handle her vulnerability if even Niles couldn't. And as she was lost in thoughts, he leaned closer, running his fingertips over her cheek, before resting his forehead against the side of her face. They remained like this until C.C. gradually calmed down again, safety created by his simple touch and the reassuring warmth of his body. She carefully lifted her left hand and placed it on his shoulder, so that her thumb was just grazing the bare skin that wasn't concealed by the fabric of his pajamas. And suddenly it dawned on her that this man was quite capable of dealing with her sadness, that, unlike her, he had maybe even come to terms with the fact that beneath her cold exterior she was incredibly fragile. There wasn't any other logical reason for his tender and careful approach and perhaps he would even understand her reasons, if she would only tell him.

As if having read her thoughts, he quietly asked: "So tell me, why do you suddenly shrink away from a little fight?"

His lips kept feathering against her jaw, making even the simplest act, like speaking, difficult.

"Because when it comes to us, there is never a guarantee that it will only be a _little _fight, Niles." she answered.

"But I'm a grown man, I can handle it."

"Trust me, you've proven that multiple times, but…but have you ever thought about the possibility that I wouldn't be able to handle knowing that you died during one of those fights?"

He made a noncommittal noise and moved away so quickly, that she instantly missed the contact. Under his scrutinizing glance, she found herself rambling:

"I made a vow…I promised God that if you made it, I would no longer fight with you."

She could tell that he was trying to keep a straight face, but eventually the boyish grin secured the victory.

"I thought your alliance lay with quite another force." he commented.

At that even she couldn't help but laugh, it was such a typical remark that it would've been impossible not to react in such a way.

"Normally yes," she replied, her light-blue eyes alive again "but apparently the Babcock influence is big enough to affect even the highest power."

"Now that's much better." he said, grinning, while sliding back to lie down in bed "This other behavior was unnatural, God may have His own rules, but Babcock and Brightmore are certainly a force to be reckoned with, and natural rules should never be broken."

She smiled to herself, feeling a sudden warmth that was spreading to her fingertips.

"So tell me, Rochester, when will you be set free to torment the world again?"

"Hey, I'm fairly tame compared to you." he said, sticking out his tongue in such a childish gesture that C.C. began to laugh "As a matter of fact I'll have my last check-up tomorrow and if all goes well I will be home before the weekend."

"Excellent," she replied, getting to her feet "then I better return your feather duster."

"Why would you have it in the first place?" he questioned curiously.

"You were holding it when…_it…_happened, so it sorta fell into my bag…"

"Ah, give it up, Babcock!" he called after her, grinning from ear to ear "I knew you always had a thing for my feather duster!"

"Whoa, those meds just kicked in." she commented dryly, putting her coat back on and walking to the door "Besides, without me you wouldn't even have a feather duster."

"Yes, yes, whatever, get out of here!" he said.

She merely glared at him playfully and was halfway through the door when she heard him call her name.

"And C.C.?"

The silence seemed to stretch on forever and for an inexplicable reason her heart was racing.

"Yes?" she asked.

"Hate you." he said, smiling tenderly.

"Hate you more." she replied, returning his smile before exiting the room.

Thoroughly confused though she was she chose, for once, not to make herself crazy over it and in C.C. Babcock's case this meant, allowing her feelings to overwhelm the rational voice that was dying to analyze what had just happened.

* * *

If Niles Brightmore had thought that his heart attack had made a difference, he was proven wrong just a day after he had been released from the hospital. Maxwell, though concerned, was not only dealing with the entire Fine clan that seemed to visit the house more often now that he was officially dating Fran, but was also having difficulties expressing his feelings.

"You know, Sir, I didn't expect a declaration of love," Niles was commenting dryly one day, while dusting the office "but would it be too much to ask to give me some time to recover before throwing me back into work life?"

Maxwell took off his reading glasses and looked at his best friend, stammering: "Don't be silly, old man, you know…I mean… that is to say…"

"Don't overexert yourself, Sir."

Secretly Niles knew, of course, that the reason Maxwell skirted the topic of his heart attack was not because he didn't care, but rather because it would become real then, but still, it was always nice to hear that one was appreciated.

"Why don't you just give up, Butler Boy?" the voice of his favourite nemesis asked "Complaining about work…I mean, seriously, what is it you do? Though I can see why a decrepit, old man such as yourself would have difficulties lifting his arm…much less anything else."

As he turned around to glare at her, he suddenly noticed that her glance had shifted somewhat south. He knew, of course, that she was only doing it to make a point, and yet he felt a certain thrill.

"Now, C.C., don't be so hard on the poor man. It hasn't been that long since he's been released from the hospital and he _is _running the entire household, after all."

Just when Niles was about to return to his dusting, he noticed the smug grin playing on C.C.'s lips and couldn't help but wonder, if she had insulted him because she could predict Maxwell's reply. Her eyes were twinkling and she was making no attempt in averting her gaze. It wasn't the first time they had shared a moment like that, as a matter of fact it seemed to happen more and more often and that was why Niles had a secret plan. He had decided that it was time to seize the moment and ask C.C. out the following weekend. It wasn't supposed to be a big, romantic date, just an opportunity for them to spend some time together…_alone_, and if he had interpreted things correctly, that was all it would somehow Niles hadn't reckoned with the almighty Yenta.

"Max, sweety!" Fran called, rushing into the room, before noticing that they weren't alone "I mean Mr. Sheffield, Sir, there is something I'd like to talk to you about."

"As a matter of fact, Sir, so do I." Niles chimed in, noticing C.C.'s curious look.

"Ya know how I've done such a wonderful job raising ya kids?" Fran asked, adding quickly under Maxwell's stern gaze "Which is my job and you are paying for it…but…dontcha think I deserve some time off?"

"Miss Fine, the children are at school most of the day and-"

"I know, I know, but Maaax," she whined, sitting down on his lap, crossing her legs "it's the Fine family reunion next weekend, I just have ta go."

"Actually, Sir, I was going to ask you the same thing."

"What, you want to go to the Fine reunion too, old man?" Max asked, surprised.

"No, of course not, Sir." Niles replied, rolling his eyes at his boss' slow mind "I was wondering if I could have the weekend off as well?"

"Why, Dust Buster, you don't actually have a _life_, do you?" C.C. mocked, laughing at her own joke.

"Well, Niles has been working awfully hard, Miss Fine," Maxwell began, attempting to ignore the pouting nanny.

"Not to forget the heart attack." Niles chimed in quickly.

"But Maaax, great- grandma Iris is coming and everyone knows this could be her last reunion." Fran tried, batting her eyelashes and wiggling about in Maxwell's lap.

The poor man didn't stand a chance and so the decision was finally made (special thanks to his little producer) that Fran could go and Niles had to stay and watch the kids. After that discussion C.C. was having trouble concentrating on work, because the infuriating butler never made a reappearance. Finally she excused herself to get a bottle of water, quite certain to find him in the kitchen. As she was approaching the room she could hear Niles and Fran fighting, a rare occurrence, that suddenly cheered her up.

"So Niles, are you and Nanny Fine fighting coz she's better at kissing Maxwell's butt?" she asked upon entering the kitchen, having made sure the coast was clear.

But the butler didn't respond, only sullenly stared at his hands while cleaning some dishes.

"Oh, come on, don't make me pretend I actually care why you're upset." she coaxed, leaning closer and trying to catch his eye.

He smiled involuntarily as the scent of Chanel No. 5 filled his nostrils and looked up at her, unable to explain why exactly he was so upset.

"She gets everything she wants, because she's got Mr. Sheffield wrapped around her little finger." he complained, bearing a striking resemblance to a petulant child.

"Why hallelujah, what an epiphany!" C.C. remarked sarcastically.

"You certainly have a way of making me feel better." he sighed, drying his hands.

"You know what, Butler Boy? Maybe it's time for a truce, care to join my team for a little while and make Nanny Fine's life a living hell?" she asked, holding out her hand.

"I always thought you _were _the living hell." he quipped with a grin.

Glaring at him, she withdrew her hand.

"Sorry, old habits." he hurried to say and grabbed hold of her hand, before it was too late.

"Alright, from now on it's you and me, Bellboy."

"Agreed." he said with a smile, savoring the feeling of her soft hand in his.

And what fun they had, playing pranks on Fran like two devious children. Not only did they make a conscious effort to be nicer to each other and ignore Fran, by all means possible, but they also cut off her lipsticks and added horrible ingredients to her food. The best prank of them all, however, bore all the signs of a true Babcock design. C.C. had been hiding in the toilet, waiting for Niles to walk down the corridor and when he did, she called his name.

"If you think I will join you in there, you must be crazy." he said, arching an eyebrow.

Letting out an exasperated sigh she wasted no time in pulling him into the bathroom.

"I have had a wonderful idea." she declared, grinning smugly.

"To dye those grey strands of hair? Congratulations, dear." he replied with an impish grin.

"No." she said loudly, slapping his shoulder "I mixed some of the left-over pudding with yoghurt and we are going to put it in nanny Fine's favourite shoes."

"Babcock, you're a genius!" he declared, trying to refrain from kissing her.

A moment later he was sneaking down the corridor to steal said shoes, as only he knew which ones she regularly wore. When he returned, he held a pair of red pumps in his hands and wore a triumphant smile.

"Maybe I would make a good burglar." he mused, locking the bathroom door behind him.

"Yes, Niles, no-one would manage to steal a pair of shoes from a room that is wide open and accessible." C.C. commented dryly.

"Who knows? You'd be surprised by my talents." he said, joining her in filling the shoe with the gooey mixture.

"I think you're all about the talk, Butler Boy, words and nothing else."

"Oh really?" he exclaimed, driven by the need to prove himself "Maybe I'll have to show you how good I happen to look in black."

"Maybe." she replied, her voice lower and the expression in her eyes certainly…_different_.

"Are you toying with me, Babcock?" he growled, reaching over to spoon some of the leftover yoghurt into his mouth.

"You wish." she purred, taking the spoon from his hand to eat some yoghurt herself.

He looked from the spoon thief to the empty carton of yoghurt , to the red pumps and began to laugh out loud. This very clearly had to be one of the craziest situations for a flirt. Still laughing he lay down on his back, examining the ceiling.

"What's so funny?" C.C. asked, hovering above him, slightly hurt by his sudden outburst.

"We are." he replied, beaming up at her.

"You are a strange man, Niles Brightmore." she softly said, propping up her head on his chest, while wiping some yoghurt from the corner of his mouth.

And as quickly as that Niles realized that he didn't have to plan a weekend date, perfect moments sometimes occured when you least expected them.


	20. Trouble in Paradise

**Oook, so you are probably going to kill me now!-_- As the title suggests, things aren't exactly running smoothly for our favourite two...but before I will duck for cover, let me just tell you this:It's gonna be the last time, I promise! This story only has 2 more chapters left and it _will _have a happy ending...but there's a reason for this, as you will discover in the next chapter!:p In the meantime, please review and let me know what you think, I realise that my writing isn't particularly good in this chapter right now... :/ Anyway, I just thought I'd let you know, as well, that I have another "M" story in the works, which I am hoping to publish at the weekend!;) **

**Disclaimer: I don't own anything, apart from a new pair of shoes and a new top!lol **

**Chapter 20: Trouble in Paradise**

Niles didn't know how it had happened, but suddenly he was faced with a number of close encounters, kissing encounters, that is. It had all started that day in the bathroom, when C.C. had wiped the yoghurt from the corner of his mouth. It was a sudden moment when realization dawned on him and the air seemed to sizzle with delicious tension. C.C. seemed to have reached the same conclusion, for she kept the eye contact, challenging him to make the first move. But Niles, all too aware of her sparkling blue eyes, the light weight of her body pressed against his and her luscious red lips, had waited a second too long and the moment was gone. As if that wasn't bad enough, God seemed to have particular fun in presenting him with more and more opportunities that, sadly, never led to a successful result. It didn't help matters one bit, that Maxwell Sheffield was planning to propose to Fran Fine, an important event that required all of the butler's help if things were supposed to run smoothly. So love was in the air and yet it seemed impossible for him and C.C. to take that vital step forward. At one point it was getting so bad that he couldn't even perform his job, without staring at the gorgeous blonde, sprawled out on the green love seat. Of course it wouldn't have been so bad if staring was all he had done, but as soon as his eyes were processing the images, his mind was coming up with completely different pictures, indeed. Everything suddenly seemed to be sensual and Niles shamefully remembered his teenage days, when this last had been the case. It probably would have helped him a lot to know that he wasn't the only one dealing with those issues, for one Miss Chastity Claire Babcock was having thoughts that were anything but chaste.

One day as she watched Niles painting the chairs out on the balcony, she found herself paying particular attention to his strong arms and toned chest. The working-out routine he had started after his heart attack clearly seemed to be paying off. It was a beautiful spring day in New York City and he was crouching in front of a chair, paint brush in hand and his white T-shirt showing traces of blue colour. He was enjoying the sunshine, though not necessarily the task he had been given, but at least it meant that he was out in the fresh air. Just then his musings were interrupted when the click of stiletto heels announced the nearing of his favourite nemesis. His eyes travelled up her ankles, to her calves and her white trademark pencil skirt. They rested for a moment on her firm stomach that was hidden behind the aqua satin of the bow top she was wearing, before they finally reached her face. Lifting his hand to block out the sun, he had to squint to see the look she was giving him, but he was glad to find she was smiling.

"Why Dust Buster, do you need every dollar so badly you are now ready to do just anything or is Maxwell so sick of seeing you that he has set you this outdoor task on purpose?"

"Did it ever occur to you that maybe I just wanted to get as far away from you as I possibly could?" he retorted, getting to his feet.

She still hadn't stopped smiling and because of that that, combined with the sunshine that made every thread of her blonde hair seem golden, he was hard pressed for a witty comeback.

"I think you're losing your touch, Butler Boy." she teased.

"How would you know, you've never experienced it."

C.C. suddenly felt very warm and tried desperately to blame it on the weather. While she tried to figure out a good response, it suddenly occurred to her that standing next to Niles and a pot of paint might not have been the best idea. And just as she took a step backwards, he seemed to realize the same.

"Why, Babs, if I didn't know any better I'd say you are terrified of a little paint and I thought your kind was only allergic to water." he quipped, moving dangerously close to her, paint brush still in hand.

"I'm not scared," she said, lifting her chin stubbornly "I can only see what a rotten job you have done so far."

Looking down at himself he merely shrugged and continued approaching her until he had her cornered.

"What luck, you are wearing a white skirt!" he whispered, taking his time and drinking her all in "But don't worry, this colour will match your top."

"You wouldn't dare!" she hissed.

"We both know that's an empty threat, as a matter of fact, I do believe there isn't anything I _haven't_ done."

"That's not true." she whispered and her body responded immediately.

She could almost feel him, though he hadn't touched her, and the anticipation made the hairs on her neck stand on end. She nervously looked into his eyes that seemed darker somehow, before lowering her gaze to his lips. Just as he was inching closer, Maxwell's loud voice boomed: "NILES!" In the brief moment before she closed her eyes in frustration, she saw something like impatience flicker through his. She kept her eyes closed, trying to steady her breathing while listening to the sound of his retreating steps, only that sound never came. Instead his warm hands came in contact with her cheek and she had to look at him.

"Tell me ,Babs," he asked, his voice a little husky "would you like to be my date for Mr. Sheffield's engagement party?"

The "yes" that escaped her throat sounded so unlike her regular speaking voice, high-pitched somehow and bearing a striking resemblance to her voice when he had pulled that chicken prank on her. The warmth of his smile and the relief in his eyes rendered her speechless for a moment, and so all she could do was watch him walk back into the house.

Niles, though disgruntled as he was by his employer's interruption, still felt incapable of losing the smug grin that had crept over his face. So far she hadn't pushed him away and there clearly couldn't have been any doubts as to his intentions.

"You bellowed, Sir?" he asked when he reached the bottom of the stairs.

To his surprise Maxwell seemed quite agitated.

"Yes, I called, five bloody times! Now what is Miss Fine doing chatting to that taxi driver?"

"I don't know, Sir, telling him the story of Cousin Felix with that shoe fetish?" Niles deadpanned.

"You know very well what I mean." his employer pressed through gritted teeth "In a moment a dozen people will arrive here to sort out the preparations for tonight and she wasn't supposed to be among them!"

Realizing just how on edge his employer was, Niles hurried to say: "You go back to the office, I am going to deal with her."

"Dressed like this?" Maxwell asked.

"Excuse me, Sir, I wasn't aware that you wanted me to paint your chairs in my best suit."

Catching the bitterness in the other man's tone, Max nodded hurriedly and made his retreat, while Niles quickly stepped outside to greet Fran.

"Wowee, mistah," she exclaimed, tearing her gaze away from the frightened looking cabbie "that rugged look is really working for ya."

"Miss Fine, has it really come so far that you have bought every single…_special_… outfit in the whole of New York? You are back surprisingly early." he tried carefully.

"Wow, if Miss Babcock and you wouldn't hate each otha so much… I swear, you have so much in common."

"What makes you say that?" he asked, trying to appear nonplussed.

"She said something very similar to me just the other day. Meanwhile, what are ya trying ta hide?"

"Hide? Me? Nothing." he said, attempting to look as innocent as possible, though he could see that she wasn't convinced.

"Spill it, Mistah!" she ordered.

"It's nothing." he said seriously.

"Oh my God, it's my motha, isn't it? She's eaten too much and now she's in hospital…and…and…"

"Calm down." Niles said, soothingly rubbing her back "It's something really positive. Ah, to hell with it," he continued, seeing the frightened look that still lingered on Fran's face "Mr. Sheffield is going to propose tonight."

"He's goin' ta-" she exclaimed loudly, before Niles covered her mouth with his hand.

"Shush, or you'll get me fired. But yes, he's planned this big party for you tonight, but he was counting on you being away the entire day."

"Ok…ok, I can do that. I'll just go to Ma's…" suddenly she gasped in shock.

"What is it now?" Niles asked impatiently.

"I'm gonna needa dress!" she explained.

"Why?"

"Hellooo, I'm getting proposed to tonight!" she said loudly.

"But you're not even supposed to-"

"But I do, so run, get me a dress!"

Niles sighed and hung his head in defeat, there was no point arguing with her. On his way to her room he heard two voices drifting to him from across the hall, Maxwell's bedroom. He only stopped and listened when he noticed that one of the voices belonged to C.C.

"Maxwell, this is ridiculous! The man's an absolute bore, I'd never be caught dead with him."

"I know that he can be a bit tiring, but-"

"Tiring? He's a small-minded idiot who shouldn't try and mix with people of a higher class."

Niles swallowed, listening intently.

"Do I have to remind you of our deal? He's a good friend and you have to cut him some slack and if I remember correctly you are being paid for it as well, so it wouldn't kill you to be nicer."

Niles rapidly turned around, deciding that he had heard enough. So it had all been a scam, C.C.'s feelings, the visit at the hospital…all brought on by Maxwell's pity. He didn't know what was worse, that, or the fact that she only did it because she received money in return. Remembering Fran's dress he strode down the corridor and into her room, fighting the urge to slam his fist into a wall. C.C.'s betrayal made the bile rise to his throat and tears sting in his eyes. Selecting the first dress he could reach, he roughly grabbed it and walked back downstairs to Fran.

"That's the dress you picked for my engagement party?" she whined, as he shoved the orange low-cut dress into her arms.

"They all look the same." he gruffly said and turned on his heels, slamming the front door shut behind him.

* * *

C.C. was glad to have the afternoon off, for she desperately needed to talk to Dr. Bort. She decided that she had lived with the wild mess of emotions for far too long and with the impending date, it was definitely time for some deep analysis. Being aware that she had to be back early enough for Nanny Fine's engagement party only added to her nervousness, as she sat in the waiting room, rifling through magazine articles.

"Miss Babcock? Dr. Bort is ready for you now." the secretary told her politely and C.C. rose to her feet, giving her a curt nod.

The brunette greeted the blonde with a smile and asked her to sit down, while she finished her last notes.

"So, tell me, Miss Babcock, what's on your mind?" she then asked.

"Well, ever since Niles' heart attack we have become closer somehow." C.C. started timidly.

Angelica Bort nodded, remembering the event very well and the state her patient had been in. It seemed to have been a wake-up call for her, at least in such a way that she had realized that he was important to her and... there was something else too. Ever since the incident had occurred, C.C. had started calling him by his first name, he was Niles now, instead of "the butler".

"And well," C.C. continued "over the past week there have been moments where…we were very close to kissing each other."

Though she was a professional, Dr. Bort had serious trouble hiding her glee about that particular development.

"Did you want him to kiss you?"

"At first I was feeling very nervous about it," C.C. explained, chewing her lip pensively "and I even made excuses so I could run away, clear my head…but then today, I just really wanted him to kiss me."

Bort watched with a smile as C.C.'s mind caught up with her last sentence, she seemed genuinely surprised and quite frankly, overwhelmed.

"Tell me what happened today, Miss Babcock."

"Oh, I was just teasing him, as always, and he was teasing back and then he threatened to paint my skirt and he…he just moved to stand so close to me…I could feel his breath on my skin, see the rise and fall of his chest…I could see that he wanted me…"

"You seem aroused." Dr. Bort probed.

"Well, wouldn't you be?" C.C. shot back, before she seemed to realize who she was talking to. Clearing her voice, she then said: "But the point is, we were interrupted again, but he asked me to be his date for Maxwell's engagement party."

"Did you accept?"

"Yes." C.C. replied with a shy smile.

"I think you will find your answer there."

"An answer…to what question?"

"You're wondering, are you not, if this is merely a case of lust, or if there's something else?"

* * *

At 7 p.m. C.C. found herself in front of the Sheffield residence, shivering under the light evening breeze. The front few strands of her shoulder-long blonde hair had been pulled to the back, where they were held in place by a silver clip. Her make-up was subtle yet effective, the rouge pronouncing her high cheekbones and the light eye shadow drawing attention to her blue orbs. She wore a black halter neck dress that she had bought especially for the occasion, it was knee-long and the v-neck cut showed off her cleavage beautifully. She knew for a fact that she looked stunning, maybe even too good for someone else's engagement party, but she was a Babcock and determined to meet her fears head on: Tonight, she would finally discover if there could be more between her and Niles. She rang the doorbell, certain that he would answer it, but instead she was greeted by Maxwell.

"Go and join everyone in the kitchen," he told her, not even losing a single word about her outfit "Fran should be here any minute."

C.C. rolled her eyes and shrugged, wondering what the hell _he_ had to be nervous about, Nanny Fine was so desperate to get married, she'd hardly say "no". The kitchen was packed as the entire Fine clan was in attendance, all of which were hovering by the door, hoping to hear the proposal. C.C. pushed her way through half the Jewish population of New York City, but she didn't find the twinkling blue eyes she had hoped to see. Helping herself to some Scotch she tried to calm her nerves, Niles was probably needed, maybe he was even driving Fran…

She hadn't been far off, really, as Niles was at that moment leading Fran into the darkened Sheffield mansion. After his job was done he closed the front door behind Fran, leaving her completely alone.

"Max?" she asked, looking around in the dimly lit room.

"Yes, my darling." he replied, striding down the stairs.

"Did we get robbed?" she asked, feigning ignorance.

"No, I just wanted to be alone with you for this. You know how grateful I am to have you, you brought me back to life, as a matter of fact, and you helped the children. We all love you so very much and Fran Fine, that's why I'm asking you, would you like to be my wife?"

"Ya not goin' ta take it back, are ya?" she asked, giving a suspicious glance.

"Of course not, darling."

"Yes, of course, I'll marry you." she exclaimed, holding out her hand.

After he had slid the ring onto her finger, he swept her up in his arms.

"I'm just so happy! Meanwhile, ya couldn't have found a bigger stone?"

The words "Miss Fine!" were just about to leave his lips, when luckily the situation was saved by Sylvia, who barged into the room, hugging her daughter. The rest of the clan soon followed and so did C.C., feeling oddly out of place. She watched the scene in front of her for several minutes, before she decided that she needed another drink. She had just taken a first sip when she caught sight of Niles who had reentered the house. He looked stunning in a blue polo shirt and black pants, his hair neatly combed, but something was wrong. His smile looked strangely forced and the normal sparkle in his eyes was gone. He saw her too in her beautiful dress, looking utterly forlorn, but he reminded himself of the conversation he had overheard and made a hasty retreat up the stairs. C.C., who never backed down from a fight, followed suit and caught him in the upstairs corridor.

"Aren't you forgetting something?" she asked, though the smile on her face lingered, her voice betrayed her impatience.

He didn't answer but simply stared at her coldly.

"Niles, what has gotten into you?" she asked again "You asked me to be your date, remember?"

He had to give her some credit; she certainly was a good actress, for a moment he nearly believed the hurt in her eyes.

"Please, you took me seriously? I was only toying with you, I felt so sorry for your bad luck with men, so I made you believe I wanted you. I can't believe you bought that, Babcock, I mean, look at you!"

The pain extorted her features and a strangled sound escaped her throat. She felt as if he had burnt her, mocked and humiliated her with every word, but she wouldn't give him the satisfaction of seeing her tears.

Holding her head high, she spat: "You are a pathetic excuse for a man!" and turning around on her heel, she left.

"Pity hurts, doesn't it?" Niles spoke into the silence she had left him with.


	21. To the Brink of Insanity

**Hello everyone!:) I'm sad already that this story is nearly over :( I get far too attached to my projects. Anyway, this chapter is slightly darker, as was to be expected...but I promise you everything will be explained and turn out alright in the next and final chapter!:) I'd love to hear your thoughts about this,so please review!**

**Disclaimer: I don't own anything...sadly...I love to borrow them though! ;) **

**Chapter 21: To the Brink of Insanity**

C.C. tumbled into her apartment, suppressing the loud sobs that had first made their way past her lips when she had stepped into the elevator. Catching sight of herself in the mirror, she bitterly mused that she looked like one of those women in a soap opera- her make-up smudged, her tear-stained face, the look of utter despair. Her reflection was simply frightful and very sobering at the same time. How had she let it come this far? She was C.C. Babcock, for heaven's sake, and since when did she allow a man to treat her like this, let alone have such an impact on her? Kicking off her heels, she walked into the kitchen and grabbed the closest bottle of whiskey she could find. She was just about to drink herself into oblivion, when something soft and furry rubbed against her ankle. She looked down to find Chester in front of her, his head cocked to the side, eyeing her suspiciously.

"What?" she asked, sliding down to the floor.

The little Pomeranian whined softly and pressed his cold nose against her hand.

"I'm fine." she said gruffly, but the dog didn't stop.

After several more minutes of nudging her, he curled up in a ball and snuggled close against her arm.

"I love you too, baby." she whispered, taking another sip of the strong alcohol, before the floods of tears took over once more.

The next morning she awoke with a start to realize that the sun was already fully up and she was, unmistakably late. Lifting her head alone caused such agony that she was willing to re-evaluate her decision of going to work that day. Though the memories of the previous night still echoed inside her in the form of a dull ache, she forced herself to be tough. Not showing up for work would signal Niles that he had won, that he had managed to wound the unbeatable Babcock. And so she walked into the bathroom, opened the bottle with the aspirin tablets and swallowed two with a little water. Then she tried to clean up the mess of her face, which took her nearly half an hour, but finally it was accomplished and she look reasonably acceptable. After a warm shower she slipped into the next best business suit and stroking Chester's little head, was out of the door.

A quick taxi ride later she arrived in front of the Sheffield residence, determined to ban all thoughts about Niles from her head. She rang the doorbell repeatedly but when no-one answered, she decided to let herself in. Fran Fine, soon to be Sheffield, was sitting on the living room sofa, talking excitedly to someone on the phone. C.C. hung up her coat, watching how the brunette's eyes lit up at the mention of her fiancé and the engagement ring and even as her chocolate eyes came to rest on her, there was no look of recognition, nor did any word of greeting pass her lips. C.C. sighed and concluded that maybe being invisible wouldn't be such a bad thing in the current situation.

With every step she took towards Maxwell's office she told herself that she could deal with everything thrown at her: Maxwell's happiness, Nanny Fine's wedding preparations, Niles' coldness- no matter what happened, all she had to do was smile and no-one would inquire further. Faking normalcy was her ticket to freedom, as long as no-one caught glimpse of her distress, no-one would feel forced to care for her. But as soon as she stepped inside the office and a pair of blue eyes found hers, she knew she couldn't handle it. Her heart leapt into her throat, she felt short of breath and sick at the same time.

"C.C., you are nearly two hours late!" Maxwell scolded her, though he didn't look very angry "But it doesn't matter, Fran and I are engaged, we were all celebrating last night…"

As he continued on and on she realized that he hadn't even noticed her sudden absence the previous night and that he was completely absorbed in his love for Fran.

"Seeing as we all drank a little too much, there's nothing to apologise for." he concluded.

Normally Niles would have made a friendly comment about her three best friends, Jim, Jack and Johnny, but today all he had to offer was: "Sir, I think you don't understand the extent of this situation. Miss Babcock is already quite the accomplished drinker, but yesterday she had to bury the hopes of a successful love-life as well."

C.C. winced, wondering if he had any idea how close to the truth this was. She hung her head, trying to hide the tears from him that were pooling in her eyes. Maxwell, once again, seemed to have missed what had happened as he cheerfully asked her to take a seat so that they could get started. She sat down on the green couch and opened her briefcase to extract several documents. When she looked up she caught Niles studying her, a pensive look in his eyes. But it was rapidly gone as he squared his shoulders and strode out of the room.

"Is there something the matter?" Maxwell asked, once the door had closed behind his butler.

C.C., who had been staring after him, shook her head and put on the biggest smile she could manage.

"Of course not, Maxwell, only a little headache."

That day they were interrupted several times by Fran who kept barging into the room to talk to Maxwell about some detail or other for the wedding. C.C. watched them for as long as she could, biting her lip to refrain from displaying any kind of emotion. The brunette was comfortably seated in Maxwell's lap, her arms flung around his neck.

"Ya know, darling, first I wanted a dress that was like Barbra's in "Hello, Dolly!" coz she's a goddess and it would be a nice tip of the hat to ya Broadway roots, but then I thought that this day should be all about me, so why just have a simple dress?" Fran rambled on.

C.C. was half tempted to mutter "Since when do you even like simple things?" but even that seemed too great an effort.

"So anyways, I saw that beautiful dress at Loehman's and it's half priced too and it's got this big train and-"

"Whatever you say, darling." Maxwell said softly, staring at his fiancée with such love it was making C.C. nauseous.

"I think I'll get a glass of water." she said quietly and when no-one seemed to pay attention, she sighed.

As she rose to her feet a number of pamphlets dropped from her knees, scattering all over the floor. She hissed a curse and crouched down to pick them up again.

"Sweety, I think ya should really ask Niles to be ya best man, he's known ya foreva, he's also my best friend." Fan continued undeterred.

Only too late did C.C.'s brain process the content of the conversation and Maxwell had already called Niles when she made it to the door. It was flung open missing her by inches, but the surprise caused her to stumble and fall. Despair began to rise to her throat, a panicked, white-hot flame that she longed to give in to. Through the curtain of blonde hair, she could see that he had kneeled down beside her.

"Are you alright?" his warm voice asked her carefully.

The concern in his deep blue eyes was nearly enough to persuade her that she had imagined the events of the previous night. She looked down again, blinking away the tears that were threatening to push their way past her lashes. She yearned to tell him that she wasn't alright, that she felt lost and lonely without him, but despite the unmistakable shake of her head, she muttered: "I'm fine." They both seemed to become acutely aware of his hand that was lightly squeezing hers, for she felt the strong desire to bury herself in his embrace and he felt his love for her once more, persistently tugging at the wall that held his heart protected. Silently pleading with him she remained where she was, until he broke their eye contact.

"Shame, I should've knocked you harder then." he finally said coldly, his eyes telling her that he'd become a stranger once more.

She yanked her hand away from him and exited the room in a rush. Despite her promise to stay off the alcohol during a work-day, she found herself pouring a generous glass of brandy which she gulped down quickly. She resented him for having made her so soft. She hated that the simple softness of his blue eyes could make her trust, that the lightness of his crooked grin could still make her feel weak in the knees. She was an independent woman who, despite her better judgment, had wasted her time on a mere servant, who clearly wasn't worth it. But C.C. knew that these were the excuses of a woman who had enjoyed a quick roll in the hay, not the thoughts of a woman whose affection ran as deeply as hers. His cold glance made her feel worthless and the cruelty of his words left behind a bitter sorrow. If this was love, then why did people even try?

"Drinking again, are we, Babcock?" his mocking tone reached her ears.

She turned around, afraid to meet his eyes.

"Miss Fine is currently discussing the bride's maids' dresses, some awful colour I'm sure. We all know what you'll be wearing," he continued, determined not to look at her "black is the obvious choice, after all, it's the appropriate colour for a funeral."

"What are you talking about?" she asked quietly.

"Maxwell doesn't want you!" he said loudly, angry at her naiveté "He never liked you!"

"Now you listen to me, Toilet Brush," C.C. yelled, having finally snapped "I don't take this from anyone, especially not a lousy servant. You better wear black too, because we both know that there will never be anyone who'd even consider loving you!"

Let this man be damned, she decided as she stormed out of the kitchen, let this entire house be damned. She was a strong, independent woman, as long as she had her job she would make it, love was only for the weak in anyway.

Niles stared silently at the glass she had slammed on the counter. It was harder than he had anticipated being cold to her. Despite everything she had done to him, he still loved her and a little voice kept asking him why she was looking so sad when she should've been happy for deceiving him successfully. His instinct told him that something wasn't right, but he still felt too sore from her betrayal to listen to it. In the following days he noticed a rapid change in her. At first she had been almost vulnerable, then she had started to work hard but had still remained quiet and then finally she had become incredibly aggressive and short-tempered- something that could also be said for his employer. Maxwell, though over the moon at the prospect of marriage, had become incredibly tense, a ticking time-bomb ready to explode. But Niles felt mostly annoyance towards his friend for bossing him around, while his concern for C.C. grew. Unlike Maxwell she didn't have a loving partner… One evening as Max had gone out with Fran to enjoy a single free evening, he had found C.C. asleep on the green loveseat, documents sprawled over her lap and on the floor. He had watched her for several minutes, had registered the sickly pale colour of her skin and the rings underneath her eyes. He felt pained to see her like this and yet he reminded himself that she was probably mourning the ultimate loss of Maxwell.

* * *

It was a chilly Monday morning in November when C.C.'s alarm went off. It was still relatively dark outside, which wasn't a surprise seeing as it was 6 in the morning. The cold breeze that drifted in from the opened window made her shiver and long for the warm cover of her bed. Instead she dragged herself into the living room to feed Chester, before she returned to the bathroom to freshen up. She felt sluggish, a common occurrence these days, and when she caught a glimpse of herself in the mirror she mused that this might not only be emotional exhaustion but also physical, due to her recent weight loss. She looked weary, her blue eyes devoid of emotion and devoid of life. Tearing herself away from the face in the mirror she stepped into the shower and allowed the warm water to revive her. She didn't know how long she was showering because every time she decided that she had to go, the warmth had beckoned her to stay. It was the ring of the telephone that eventually drove her away. Throwing on her bathrobe, she walked into the living room, angry at the interruption.

"Yes?" she asked.

"C.C., do you know what time it is? Oscar York has been here fifteen minutes and you are still at home?"

Muttering a silent curse, she said: "I'm sorry, Maxwell, my alarm didn't go off."

"I don't care, just get here!"

Sighing quietly she hung up. Oscar York was the most complicated man she ever had to work with. He was a short man in his fifties, intent on making everyone's life a living hell. The thing was that he also had a lot of money and since Sheffield-Babcock was experiencing a slump, he was exactly what they needed. C.C. had told Maxwell flat out that she didn't like the man, he was arrogant and too proud of that fact that by winning the lottery he didn't have to work as a scrap metal dealer anymore. But Maxwell had begged her to behave, for their sake, because Oscar York was also under the impression that he could woo every woman, by flaunting his wealth.

Not even bothering to apply make-up, she picked out an outfit and gulped down some black coffee- breakfast was out of the question. The numbness and resignation she felt when trapped at her own apartment was replaced by anxiety and anger whenever she approached the Sheffield residence. There was always talk about marriage in the air and love was all around, but equally as strong was the level of stress. She handed the cabbie a generous tip for having driven her so quickly, before exiting the taxi. Ringing the doorbell it was Niles who answered, looking at her with concern that was normally followed by some snide remark.

"Did the villagers surround your house again?" he asked, taking her coat.

"Just leave me be." she muttered, missing the look of surprise on his face.

She swiftly walked into the office, where she was greeted by Maxwell. Oscar York was occupying her spot on the green couch, legs spread, displaying his crown jewels. C.C. cringed at the sight of such arrogance.

"I hope you won't always keep me waiting, C.C." he drawled.

"It's Miss Babcock to you." she snapped, ignoring Maxwell's warning glance.

"Oscar, I'm incredibly-"

"Not to worry, Max, I like a woman with spirit. I love taming them!"

She heard a sharp intake of breath and was surprised to find that Niles had entered the room behind her, trying his best to disguise his disgust.

"Mr. York, would you like a cup of tea?" he instead asked.

"Yes, of course!"

Niles nodded and walked over to the table to set the tray down. When he had finished pouring him a cup, he was just about to deliver it, when Oscar raised a hand.

"C.C. will bring it to me, won't you, darling? Women are at their best when submissive."

Now she could see the unmistakable signs of anger on Niles' face. She slowly walked over to take the cup from his hands and turned to Oscar York with a sparkling smile.

"Of course, darling." she said sweetly and poured the contents right where it hurt the most.

"C.C.!" Maxwell exclaimed while Oscar was busy cursing her by any means possible.

"You can forget the deal, Sheffield! And you," he said, pointing at C.C. "you will hear from me again!"

"Might I show you the door, Sir?" inquired Niles happily.

After throwing the horrible man out, Niles walked back to the office smiling triumphantly. The C.C. he knew was back, the woman who didn't take crap from anyone. He was so proud of her he even considered breaking his vow of silence. But his good mood died when he reached the office.

"I can't believe you just did that, C.C. That man was the only hope we had." Maxwell was yelling.

"Oh, we'll find another one." she muttered.

"No, C.C. _we_ won't. I spent so much time laying out that deal…I've been working so hard for everything and now you come along and destroy it."

Niles clenched his fists, determined to give his employer a piece of his mind, after all it had been C.C. who had been slaving over work every single night.

"I warned Sara about your temper, but she wouldn't listen, she always said you were a loyal friend and the most hard-working woman she had ever met. Right now, I'm sure, she'd be severely disappointed by you. Your coldness has ,once again, cost us millions and don't believe for even one second that you'll get that money I promised you. All I asked was that you'd be nice to him, for our business, but you couldn't keep that deal."

"Maxwell, I-"

"No, I want you to leave right now, C.C." he bellowed furiously.

When she emerged from the office she looked beaten and down.

"The man had no right to talk to you like that," Niles ensured her "and I applaud your actions."

But she simply walked past him and slumped down in a corner.

"C.C., are you alright?" Niles asked worriedly, kneeling down beside her.

"Lost my job….I'm all alone…" she muttered.

"C.C., can you hear me?" he tried, stroking her cheek.

"Grandmama I'm sorry…I lost my job." she whispered, her eyes focused on something far away.

Niles immediately jumped to his feet and ran into the living room to get the phone, dialing the number of C.C.'s therapist.

"Dr. Bort, this is Niles, the Sheffield's butler. I'm afraid Miss Babcock just snapped…no…no..she doesn't even see me anymore, doesn't know who I am…she's talking to herself…You don't understand,this is all my fault! I thought she had betrayed me but-" he explained panic-stricken.

Dr. Bort promised to send someone over as soon as possible and in the meantime Niles sat down by C.C.'s side, an arm draped around her, terrified that she had been broken beyond repair.


	22. Childhood Memories and a Heart of Ice

**Oh my gosh,folks, this is it!I'm very sad to announce that another project of mine is finished!:( Maybe you're glad that I finally got it over and done with but well, I get kinda attached to these long projects!:/ This is also a ridiculously long chapter lol 6 A4 pages on word, coz there were a number of things that needed to be wrapped up!;) The mention of Billy Joel's "Always a Woman" is just a little tip of the hat to my favourite Niles and C.C. tribute video on youtube!;) I just want to thank all of you for bearing with me, to those who reviewed and to those who simply read!;) I might disappear for a little while but then I said the same after my oneshots project was finished...lol There is a new project that I will tackle though and the idea was provided by the lovely NilesLover101! I won't give anything away...only the fact that it'll be slightly different coz Niles and C.C. are already a couple!lol But yeah, I might take a couple of days off though first...to clear my mind or something. But I'm almost certain I'll be back soon, seeing as I can't get enough of those 2!;) For now I hope you enjoy this final chapter of 20 years and I hope I haven't disappointed you!**

**Disclaimer: I don't own any of the characters but it is my greatest joy at the moment to borrow them and play with them!;)**

**Chapter 22: Childhood Memories and a Heart of Ice**

"Mr. Brightmore?" a soft voice asked and he turned his attention away from the blonde woman who lay heavily sedated in his arms.

"Yes, Dr. Bort?" he asked quietly, almost certain that she had come to take him away.

"You have been with her since this happened, but it would be better for the both of you if you'd come with me now."

He sighed, ignoring his aching arm that was wrapped around C.C.'s shoulder.

"I can't, I caused all this…you can't expect me to abandon her now."

"You're not abandoning her, but you need to get some sleep. It is also vital that Miss Babcock regains consciousness without anyone she knows present, it might agitate her further and I can't allow that until I know how bad this nervous breakdown is." she explained carefully.

He nodded, afraid to do more harm. So he gently removed his arm and made sure C.C. rested comfortably on the bed, before following the Dr. outside.

"Go home and get some sleep," she repeated, squeezing his hand "and we can talk more tomorrow."

* * *

_C.C. was returning from a lovely walk by the sea. She knew her grandmother hated it when she went out all by herself, but she was 10 years old after all, certainly mature enough to do things on her own. She spotted her nana's white house which stood in perfect contrast to the darkening sky and sighed, spending her summer holidays here was almost as good as Easter at her other house in the countryside. As she flung the front door open, the smile on her face instantly died as she saw the seriousness in her grandmother's eyes. _

_"Chastity Claire Babcock, where have you been? I was worried sick about you!" and despite her chiding tone, she pulled C.C. into a fierce embrace. _

_"I'm sorry grandmamma, I played at the beach and lost track of time." she apologized. _

_"Well Missy, looks like we'll have to buy you a watch real soon." The older woman said teasingly and thus signaled the end of the lecture. _

_"Besides," C.C. continued, dropping her voice to a whisper "there was this really cute boy at the beach today." _

_"Antony?" _

_"No, not him…someone else I haven't seen and grandmamma he has the most gorgeous eyes!" she gushed, excitedly playing with her skirt. _

_"And did you talk to him?" _

_"Yes, I told him to buy me a soda and when he didn't do it I told him he had to coz I'm a Babcock," suddenly she looked sad "but he only threw sand at me, laughed and ran away." _

_"Well, Chas, you have to learn that you can't get everything just by dropping your name." _

_"But mother says…" _

_"I know," Claire answered coolly "but I'm afraid your mother is wrong." _

C.C. awoke with a start, the memory of the boy's blue eyes and the wonderful smell of her nana's clothes still surrounding her. When her eyes had adjusted to the darkness she realized that she wasn't at her grandma's anymore. She appeared to be at a hospital, she didn't know why, the only thing she knew was that she was hurting rather badly.

"Grandmamma?" she cried, certain that the old woman was near.

But when no-one answered she began to cry louder… Why was she alone? Didn't anyone care about her? Light flooded into the room and two men rushed in, dressed like doctors.

"Mrs. Babcock, are you alright?" they asked.

She just stared at them wordlessly… why were they addressing her mother, when the only person in the room was her?

"Please, Sir, I want to see my nana." she pleaded.

"I'm sorry, she isn't here." The other man replied.

"But she has to be! She'd never leave me here alone!" C.C. yelled, becoming agitated.

"Hush, calm down." One man whispered, while the other one prepared an injection.

Didn't they know how much she hated needles? Working herself into a panic, she began to thrash about in the bed, crying and scratching them when they got near her.

"Let me go, please." she sobbed, but the man wouldn't let go off her.

* * *

Niles entered the Presbyterian hospital the next morning feeling worried and exhausted. Upon his arrival at the Sheffield residence he had gotten into a fight with Maxwell about his treatment concerning C.C. Afterwards he hadn't been able to sleep very well…the few times he had succeeded he had dreamed of her lying in bed, all by herself, completely frightened and disoriented. Dr. Bort met him at the reception and they both walked into an empty room she had rented for a couple of hours.

"How is she?" was his first question.

Dr. Bort took a seat and studied him quietly.

"She is very scared…she woke up last night asking for her grandmother and had to be sedated again."

"This is not acceptable!" Niles yelled, jumping to his feet "I trusted you to take care of her and now they have probably scared her even more."

"Mr. Brightmore, you have to calm down."

"No, dammit! I wanted to stay with her, but you told me to go home!"

"She would've reacted the same way…if not worse, if she had found you asleep next to her." Dr. Bort said quietly.

"I know…you're right, I'm sorry." he sighed, taking deep calming breaths and sitting down again.

"What happened yesterday?" the woman asked him gently.

"She was confronted with the possibility of losing her job and she just snapped."

"I'm almost certain there is more, Mr. Brightmore, if you'd be willing to tell me?" she probed.

"Yes, I…you see, this is all my fault. There was this terrible misunderstanding… C.C. and I were getting so much closer ever since I had that heart attack and well, one day I asked her out on a date and she agreed. I was so happy because…well, because I love her," he whispered, averting his gaze as he felt a blush creep up his neck "but then I overheard a conversation between her and Maxwell, our boss. He mentioned paying her to be nice to a man…and the description and the way she talked about that man…well, it fitted me perfectly. The betrayal hurt so much that I got into such a rage I.."

"You stood her up?"

"No, if only…I told her I'd only been nice to her out of pity…that she was crazy to even think I'd like her." he said, burying his face in his hands.

"I can't tell you in detail, because it's confidential, Mr. Brightmore, but this evening was very important to Miss Babcock, a lot depended on it."

"That's when it all started…C.C. was so vulnerable, but then proceeded to work longer and harder and Maxwell was so occupied, he just got engaged, you see, so she was…"

"All alone." Dr. Bort finished, nodding her head.

"But why is she talking about her grandmother now?" Niles asked confusedly.

"Claire Babcock has always been a safe person, someone who showed her unconditional love, so naturally she'd retreat to that part of her childhood."

"Can I do anything that would help her remember?"

"You can't force it, Mr. Brightmore, be patient and she'll return to you eventually."

"Can I see her now?"

Niles was scared when he opened the door that led to C.C.'s room. He didn't know what to expect and was worried, at the same time, that she'd suddenly remember what he had done to her. She was sitting in an armchair, feet tucked beneath her bum, staring out of the window.

"C.C.?" he asked softly.

She turned around to face him, a curious look in her light-blue eyes.

"Funny, your eyes are like the one of that boy."

He stood rooted to the spot, uncertain of what to say.

"He wouldn't tell me his name though." she pouted.

"Well, maybe I _am _that boy." Niles suggested carefully, deciding to play along.

"No, silly! You are much too old, you could be his father!" and she suddenly gasped "That's it, isn't it? You _are_ his father! He probably told you about the way I treated him…I'm really sorry, Sir, I shouldn't have ordered him around."

"That's quite alright." Niles said gently, approaching her.

"You should talk to him about his manners though, he _did _throw sand at me! And I can tell you now, if he does that again, I will not hold back!"

Niles chuckled lightly, crouching down in front of the arm chair.

"I will tell him that, he has to learn to control his temper."

"I agree." C.C. said with a radiant smile.

"I have to show him how to treat you like a lady."

"Oh no, please don't!" she suddenly shrieked "Mother always tells me to spend time with gentlemen, but they are really boring! But I want to have fun!"

"I'm Niles, by the way." he introduced himself, careful not to push her.

"Niles? That's a stuffy name." she said, covering her mouth with her hand when she realized what she had said.

"You're quite right, C.C." he said, laughing softly.

"C.C.? I'm called Chastity Claire, Chas for short."

"I will remember that, Chas." he said, nodding.

"How do you know my name?" she suddenly asked, glaring at him suspiciously.

"Y-Your grandmother told me." he lied, nervousness growing in his stomach.

"You know grandmamma? Do you know where she is? The doctors say she isn't here…but she promised not to leave me alone."

Terrified by the alarm in her voice, he quickly reached for her hands.

"She didn't leave you alone, Chas." he said soothingly "She just had to find someone to take care of the house and in the meantime she sent me to take care of you. Is that alright?"

"Yes…"C.C. conceded, nodding slowly "I guess that's fine…you're kinda fun."

He returned home that day, feeling somewhat relieved. Her retreat to her childhood clearly wasn't positive and yet one of the better things that could've happened. He had been afraid that she'd be a nervous wreck, unable to express any emotion or thought, but at least she was still capable of that.

"Niles?" his employer asked, emerging in the den upon having heard the door close.

"Yes." he sighed, not really in the mood to face Maxwell yet.

"How is she doing?"

Niles hung up his coat while pondering whether or not to ask him if he actually cared, but then decided not to, he was too tired to fight.

"She's doing alright, considering the circumstances."

"Did she talk to you?" Maxwell asked.

"Yes, she did…but she isn't herself. She currently believes she's a little girl and that her grandma has brought her to the hospital because she's been hurting."

Maxwell looked shocked to say the least.

"You will understand, Sir, if I take a couple of hours off every day." Niles said, walking towards the kitchen because he didn't really expect an answer.

"But Niles, you have certain duties-" he stopped, when his butler whirled around, glaring at him.

"You are just as responsible for this as I am, Maxwell Sheffield, so you will surely understand that I will go and visit her." he said coolly and this time he could continue walking without further interruptions.

Maxwell avoided the kitchen for the rest of the day, knowing that Niles was hiding there, only Fran was brave enough to enter.

"Honey, ya know I don't wanna bother you, the kids and I could just really use a little nosh."

He gave an almost unnoticeable nod and continued to stare at the table.

"Ya know, this scene looks kinda familiar." Fran spoke up again, setting several sandwiches down beside him.

"What do you mean?" he asked quietly, looking up at her.

"Miss Babcock was in the same state when you had your heart attack."

Niles involuntarily smiled at that, relishing the feeling that she had cared.

"It was really scary; it was almost as if she was human."

"She _is_, Miss Fine." Niles said emphatically.

"If I didn't know it betta, mistah, I'd say you got it bad." Fran said, rubbing his back.

"I do." he admitted silently.

"Then you betta do ya darndest to show her that." Fran told him and he nodded.

"I will, Miss Fine, I will."

She gave him an encouraging smile and piled up all the food in her arm, heading for the kitchen door.

"And Niles, you betta don't take it back afterwards."

* * *

The next morning he found himself at the hospital again, this time it was his turn to wait for Dr. Bort. Ten minutes later the young woman hurried towards the lobby, looking very disheveled.

"Sorry to keep you waiting Mr. Brightmore," she apologized, closing her umbrella "it's quite a weather out there, isn't it?"

He smiled at her and then proceeded to follow her down a corridor. They walked in silence until they reached the same office they had been in the previous day.

"After you." Dr. Bort said, holding the door open for him.

He waited patiently for her to take off her coat and sit down.

"So tell me, how did it go yesterday?" she asked while cleaning her glasses.

"Well, she didn't seem to mind my presence; however, neither did she really remember me." he explained.

"Yes, I didn't expect anything else." Dr. Bort nodded.

"She told me that my eyes reminded her of those of a little boy she had met that day, but she was disappointed because he hadn't told her his name and she was appalled, because he had thrown sand at her. Then she asked me if I was the boy's father and I said yes."

At this point Niles looked up, wondering if the therapist would approve.

"How did she react to that?" Dr. Bort asked.

"She seemed fine, I think she wanted me to be the boy's father…not really _wanted_…but when she asked me she sounded very sure of it."

"Then what's bothering you, Mr. Brightmore?"

"I don't know…something about this little boy…he has my eyes and he behaves like me." he stated carefully.

"You don't mean to tell me that you and Miss Babcock knew each other when you were children, do you?"

Niles nearly laughed at that, wondering if the therapist was imagining a fated love story.

"No, I'm pretty certain we didn't, I was just wondering if that boy is real and if his features are merely a coincidence."

"That's quite possible, but it can also be that she is mixing her childhood memories with the memories of you and her grown-up life"

"Do you think that's what this it?"

"I can't tell you that for sure, Mr. Brightmore, and I won't be able to until I have discussed this with Miss Babcock, but of course I can't do that until she-"

"She's back, I know." he said.

Niles regularly visited C.C., eager to learn more about her, and just as intent on making sure she was alright. Then one day, after another session with Dr. Bort, he entered the room to find that something had changed. First of all C.C. was still in her pajamas and her hair was braided and secondly something was different about the way she looked at him.

"Chas?" he asked quietly.

"Did Sara tell you my name?" she snapped, narrowing her eyes.

He racked his brain, trying to remember everything C.C. had told him about Sara and how they had met.

"Yes." he tried, seeing as it was the safest option.

"I can't believe her, after I've told her several times that boys aren't allowed to-" she suddenly stopped, eyeing him closely once again "You do know that you only get a kiss when you've solved three puzzles."

"What makes you think that's what I'm here for?" he asked, approaching her carefully.

"You think I'm stupid, do you? It's obvious: you are a very handsome man, clearly terribly well-bred and you've brought me flowers." she said bluntly, pointing at the bouquet in his hand.

"Touché." he conceded, taking off the wrapping paper and picked up a vase the nurse had already put on her nightstand for him.

"Lilies, they're my favourite." C.C. suddenly exclaimed, sounding very excited "How did you know?"

"I know a lot about you, Chas." he said softly, emerging from the bathroom where he had filled the vase with water.

"Don't flatter yourself, blue-eyes." she said firmly, though the slight smile on her face and the glint in her eyes suggested otherwise "You still have to solve three puzzles to get that kiss."

"What if I were to tell you that I've already solved two?" he asked, sitting down on her bed.

"I'd say you're mad. Can you prove it?"

"Just ask me again." he said softly, smiling at her.

"Alright, what does C.C. stand for?"

"Chastity Claire, Claire after your grandmother." he replied in an instant.

Her eyes widened for a second before she begrudgingly nodded.

"The second," he spoke, before she had the chance "was different for me, I brought you back that teddy that Sara always steals from you."

For a brief moment recognition lit up her face.

"Alright, you _were_ telling the truth."

"Then will you give me the final puzzle?" he carefully asked.

She considered this thoroughly for a moment, before she nodded.

"It's neither heaven nor is it earth, It closes but is always open, It's between animals and men, Though small it holds the key."

It took him a moment to collect his thoughts, seeing as he hadn't expected a proper riddle.

"Trying to be the Sphinx?" he asked her, but she only laughed.

"Solve it and you get that kiss. But in the meantime, I don't want to see you." she said and he rose to his feet.

"Very well, there's one more thing, I brought this for you." he said, pulling her jewelry box out of his trouser pocket.

"Thank you." she said, after having studied it carefully.

He had originally brought it along because she, or little C.C., had asked him to, but now he was forced to make up another reason. He had no idea what she kept in that box, only that it seemed of great importance.

* * *

He spent several days working on that puzzle, as well as discussing it with Dr. Bort, without any result, however. Then one night, while he mused about the contents of her jewelry box he had a sudden idea.

"A treasure chest." he muttered quietly.

The chest could be closed, yet without a key it was never locked, open so to speak. His instinctive reaction told him that this was the right answer, he couldn't put his finger on it, but he was certain that this was correct. The following day while he was dusting, he said the puzzle aloud, trying to make more sense of it.

"What's that, Niles?" Grace asked him, who was doing her homework in the same room.

"It's a riddle, Miss Grace." he explained.

"It's quite difficult though, wouldn't you say?" she asked in return, smiling nonetheless.

"It is, but I think I've solved one part."

"Oh I know, so have I. Between animal and men is simple, right? It's clearly a farm of some kind." she babbled happily.

And with that simple answer, Niles suddenly knew the solution, or part of it.

"Grace, tell your father I've taken the day off." Niles instructed, already on his way to find the telephone.

"Dr. Bort?" he asked, while putting on his coat "This is Niles, I've solved the puzzle! Whatever it is that I have to get will be at Claire Babcock's house."

"But where is that?" Dr. Bort asked.

"I'm on my way to C.C.'s place now to find out."

A couple of hours later he was in the car, heading to Pennsylvania. It didn't matter how long he'd have to drive, all he knew was that he had to find that answer. He thought about the remaining verses that still didn't make any sense, but something told him he'd find out once he got there. For the time being there was nothing he could do and so he turned up the radio volume and listened to Billy Joel's "Always a Woman".

* * *

In the meantime C.C. was sitting on her bed, toying with the jewelry box that strange man had brought her. Something had kept her from opening it so far, but she couldn't forget the familiarity of the man's smile and his blue eyes and so she finally decided to open it. Inside she found a beautiful pearl necklace and several earrings. She looked at each piece carefully, before setting them down on the table. The last object that caught her attention was a small silver necklace, whose charm was a broom. Something stirred inside her as she let it glide through her fingers. And before she could stop herself she was crying, her heart aching with a longing so strong she couldn't bear.

"Niles.." she whispered, as her eyes focused on the necklace once more.

About an hour later she found herself in therapy. She sat in an armchair, trying to feel comfortable enough to address Dr. Bort who was facing her.

"When did this happen?" she finally asked.

"About a week ago." Dr. Bort answered "You were overwhelmed by everything that had happened, you couldn't cope anymore and so your mind simply shut down."

C.C. took her time processing this piece of information and took a sip from the water that had been placed next to her.

"I remember talking to Niles, has he been with me often?"

"Every day." Dr. Bort said, unable to hide her smile.

C.C. looked down at the necklace that was now gracing her throat and wondered if the pain upon hearing his name would ever go away.

"Where is he now?"

"On his way to Pennsylvania, do you remember giving him a puzzle to solve?"

"Yes, the third one…it's what I used to do with boys. Solve three puzzles and you get a kiss. But wait a moment, why is he on his way to Pennsylvania?"

"Because he said he had found the solution…and whatever it is he will find it at your grandmother's house."

"That's impossible." C.C. said firmly.

"Now, Miss Babcock, why don't you give the man a chance?"

"You don't understand, it is completely _impossible_." she repeated angrily "It's true, this is the last puzzle I'd give to those who had come far enough…but it is also impossible to solve. It was my way of keeping them away, there wasn't a solution, so naturally they couldn't come back to claim that kiss."

"It seems Niles is certain though that the answer can be found at your grandmother's place." Dr. Bort said again, eyeing her closely.

"The only thing he could find is my old memory box." C.C. said coolly.

"If you were aware, all along, that there wasn't a solution, then why did you give him that puzzle?"

"Isn't it obvious? It's my way of getting rid of him…I think he's hurt me quite enough." she stubbornly said, wrapping her arms around her body.

"Then why, Miss Babcock, are you wearing his necklace? And why did I detect the slightest sign of excitement when I mentioned that he had solved the puzzle?"

* * *

Niles stood leaning against his car, looking at an old farm building. He knew he should've been happy, for apparently Grace's clue had been correct and yet he felt an odd sense of helplessness as his eyes took in the vast estate. Finally forcing himself to move, he entered the main building in search for Claire, surely she would be able to help him.

"Excuse me," he asked a young man who was just passing him by "could you tell me where I can find Claire?"

"Claire who?"

"Claire Babcock, she owns this house, if I'm not mistaken."

"I'm afraid so, Sir, Mrs. Babcock passed away several years ago… my father now owns this farm."

"Oh," Niles mumbled pathetically, incredibly disappointed by this set-back "Then would you mind if I went for a walk here?"

"No, fine by me. Just stay out of everyone's way coz we're working here, alright?"

"Yes, of course." Niles agreed.

He didn't know where to start but the main building was clearly out of the question now, after all it was illegal to go snooping around in someone else's rooms. He sighed softly and strode back outside, heading towards the meadows where horses were grazing. There he stood for several moments, watching them and trying to sort his thoughts when suddenly another building caught his eye. It looked like an old deserted stable, at least it was one building he could surely enter. It was dark inside, the only light source coming from the large wooden doors he had just opened. The smell of hay tickled his nose and made him sneeze, but he continued to wander around, until he reached a ladder.

"It's neither haven nor is it earth…" he muttered, suddenly getting an idea.

If he climbed up to the first floor he wouldn't be standing on earth anymore, yet it clearly wasn't heaven either. The only trouble was that upstairs there was even less light, causing him to wander around blindly. He was just about to give up when his foot caught on something and he fell to his knees. Swearing under his breath, he felt in the dark to find what had tripped him and to his surprise he found a handle that was sticking out from a ball of hay. He pulled on it until a large object landed in his hands and with that he climbed back down the ladder to examine it in day light. A crazy gurgling laugh escaped his throat when he realized what he had found. There in the Babcock stable C.C. had really hidden a treasure chest. Of course, he couldn't be absolutely certain that it was hers until he had opened it. Inside he found a number of unreadable letters and old shells, but also strangely hard against his skin, the rough edges of a photograph. He turned it around and saw a younger version of C.C. smiling at him, her brother and sister by her side and her parents standing behind them. B.B. Babcock proudly hugged her older daughter, while Stuart Babcock had one hand on C.C.'s shoulder and the other one on Noel's. He flipped it around again, trying to read the little note he had missed before.

_"Dear C.C., happy sixth birthday. We will always love you." _

Niles swallowed and although he wasn't sure that this was the right object, he pocketed it and returned to his car.

By the time he made it back to New York City it was late at night. He felt nervous and anxious and yet determined to see her.

"Chas?" he asked quietly, entering the dark room.

"Go away, Niles." she replied coolly.

"C.C.?" he asked confused, wondering if she had returned.

"I told you to leave." she repeated.

"I solved the puzzle you gave me." he tried, rounding the bed to see her face.

"I really couldn't care less, now what does it take to get you out of here?" she hissed.

"A lot more than that." he whispered, crouching down in front of her.

"Look, I will call the doctors if you attempt to-"

"Hurt you again?" he finished her sentence, arching an eyebrow.

"Don't flatter yourself, Niles." she said coldly "It takes a lot more to hurt me."

"C.C., you were hurt by my foolish actions, because I suddenly made you believe I didn't love you, but-"

"Enough!" she shrieked, jumping into a sitting position "Go now!"

He sighed, pained by the anguish that lingered so clearly on her face and reluctantly he got to his feet and headed towards the door. But one last look at her changed his mind again, she sat knees drawn to her chest, hugging herself…looking completely lost.

"No." he said to himself and turned around again "You're just afraid, C.C."

"Bullshit." she snapped, looking anywhere but into his deep blue eyes.

"The last puzzle, it's this." he explained, extracting the photograph from his breast pocket.

C.C. stared at it for a moment, seemingly unmoved, but Niles registered every little nuance in her eyes.

"You're still that little girl, C.C., afraid to be loved."

"You don't know what you're talking about." she whispered, tears pooling in her eyes.

He carefully took her hands in his and ran his thumb soothingly over her skin.

"You're scared that you might not be good enough, that the love will be taken from you again. After all it's what your mother did when she chose D.D. over you and what your father did when he neglected you."

"So now that you've told me I'm all alone, can you leave?" she pressed through gritted teeth.

"No." he replied, a small smile tugging at the corner of his mouth "I'm going to stay here until you believe that not everyone is like this. That people might disappoint you, but that they still love you."

"Very moving, Romeo." she said sarcastically.

"It took you 20 years to fall in love with me, C.C., 20 years to admit it…so why back away now?" he asked softly.

"I-I don't love you." she stammered.

"Alright," he agreed, inclining his head "but you haven't hated me and I certainly haven't hated you for the last 20 years."

"Niles, don't you see you've lost? You wasted all these years!"

"I refuse to believe that." he said evenly.

"Then you're an idiot." she sighed.

"I thought we'd already established that." he teased carefully.

"You're annoying." she muttered.

"Or persistent?" he asked, sitting down on the bed facing her.

"Just stubborn." she said, placing her hands on his chest to stop him from getting too close.

"Or charming?" he asked, carefully moving closer and despite her intentions C.C.'s hands moved up to his shoulders, until her arms were wrapped around his neck.

He rested his face against hers again, like he had done that night at the hospital after his heart attack.

"I love you, C.C." he simply said.

"Mmh," she hummed and the feeling of her lips pressed against his cheek made him shiver "you are crazy."

"So are you." he teased back, placing a tender kiss on the corner of her mouth.

"The least you could do is kiss me properly, Butler Boy." she whispered, but before the last word had left her mouth his lips were already upon her.

The kiss was soft and gentle, as he took his time to get them reacquainted.

"And what do we do now?" she asked, once they had pulled away for air.

"We've spent 20 years getting this far and now you're hurrying me?" he mocked and she rolled her eyes while scooting over to make room for him on the bed.

"I'm serious, Niles."

"So am I, love," he replied sincerely "now we just wait and enjoy each other's company for the time being."

She shyly smiled up at him and nodded, enjoying the feeling of his strong arms around her.

"Welcome back, witch." he softly said, his eyes lingering on her necklace.

She blushed before a grin swept over her face.

"Welcome home, Butler Boy."

And with that she buried her face in his shirt.


End file.
